Grimm Heir
by DeadRich18
Summary: It has lived since the beginning. Since before the Dust settled on the world, bringing forth man. It has brought forth countless monsters to combat man and his creations in an attempt to annihilate him completely. But as the years pass, man becomes stronger and wiser, he becomes able to fend off its monsters. And now the creator comes to a realization. It needs an heir.
1. Chapter 1

**I do not own RWBY, it belongs to Rooster Teeth. I do own the Original Characters though.**

**I present, my fourth story! Man, I'm feeling good about this one. The idea for it came to me after looking up several Grimmified RWBY characters and reading several fanfics about Grimmed up characters. And I was like, "there aren't nearly enough of these as there should be!" So after many months of thinking it over in my head, I got out my laptop and started writing. Hope you enjoy the prologue!**

* * *

><p><strong>Grimm Heir<strong>

**Prologue: A Plucked Rose**

'_Almost there. We're almost there, Ruby.'_ This was the thought that repeated over and over again inside the mind of exhausted five-year-old Yang Xiao Long as she pulled the red wagon carrying her sleeping sister along the worn-out path.

Yang had snuck out after their father left the house on an errand, leaving the two young girls alone.

But the previous night, Yang found something. A map, leading somewhere deep in the woods of Patch. And on the back of that map was a note.

A note written by Yang's mother, her _birth_ mother.

Yang had learned of her existence just a few weeks ago from her dad. He didn't say much other than she had been on a team with him, their new mom, and uncle Qrow, and that she left Yang with him right after she was born. No one had seen her since.

Dad found someone else, though. Someone gentle and caring, who loved them both very much. She read Yang bedtime stories, baked amazing cookies, fought giant monsters, and even gave Yang a baby sister. She was the superest mom of all time.

Summer Rose…

But just like her own mother, Summer was now gone. Only this time, Yang knew what happened. She took a job to fight monsters far away and didn't come back. Even a little girl like Yang could figure out what happened. Her dad was still affected by it, barely eating, rarely sleeping, and until recently, never leaving the house. Her sister Ruby didn't seem to understand, she kept asking where her mom was and when she would be coming home.

Their father couldn't bring himself to explain what happened to her mother, only telling her that she was never coming back. Since then, Ruby slept with Yang for both comfort, and on the childish notion that she might disappear too.

Seeing her little sister so sad made Yang double her efforts to discover more about her mother, not just for herself, but for Ruby and dad too.

They could never replace Summer, not in a million years. But if this map lead them to who Yang hoped it would, she might find someone to help patch her family back up.

Hours had passed since Yang left the house. Her legs were cold and sore, bruises and cuts covered her small body, and her breathes was labored and heavy. But she had to go on.

Ruby mumbled and turned in the wagon behind her, but otherwise stayed asleep. Yang could have left Ruby at the house, but she justified bringing her with wanting her to be there when they found her first mom.

Yang could already see it. They'd find her mom, she'd give Yang and Ruby a great big hug and take them back home where she'd make-up with dad and they would live happily ever after. The two little girls would have a mom again, Yang would know why she left her with dad, and dad wouldn't be sad and lonely anymore.

'_We're gonna be a big happy family again, Ruby.'_ Though Yang as she continued to trek through the cold, miserable day. _'Just a little further.'_

She pulled out the map to make sure they were still on the right path. They were. Satisfied, she shoved the piece of paper back into her light jacket. Yang hadn't dressed nearly as warmly as she should have and the harsh winter cold was making her pay for her negligence. Ruby was fine however, wrapped up warmly in the red cloak her mother made her just before leaving for her last job.

Yang wasn't letting the cold stop her from finding her mom. She had come too close to let something like bad weather stop her now.

Finally, after hours and hours of walking, they made it. They finally reached their destination.

It was an old barn, worn down and abandoned. Boards were missing, cobwebs decorated the empty windows, a shudder held in by single bolt swung limply in the breeze, and the barn doors were broken and cast to the side.

Yang felt a smile spread across her face as she stared at the decrepit building. She didn't care about the mind numbing cold, she didn't care that she might get in trouble for doing this, she didn't even care that her legs felt like they were about to give out. She had made it.

All she had to do now was go inside and find her mom. Then, everything would be good again.

'_We're here, we're finally here! I can't wait to meet mom for the first time! I can't wait for Ruby to meet her! Everything's going to be oka-'_

A terrible sound silenced the girl's mental cheer. A sound akin to an angry, ferocious animal, growling at an intruder encroaching on its territory.

Confusion and fear of the noise removed the smile on young Yang's face, and quickly replaced it with an expression of pure terror.

Five sets of red eyes, burning with inhuman hatred, flashed in the darkness of barn.

Yang couldn't move, she couldn't look away, she couldn't scream for help! Fear and exhaustion had rendered her helpless in the face of these monsters. She couldn't even muster the strength to utter a single whisper.

The eyes moved out from the darkness to reveal four bipedal wolf-creatures covered in black fur and bony plates. They stood taller than a man, even with their backs hunched. Their massive, spike-covered forearms sprouted long, fiendish claws, and their skull topped muzzles, decorated with exotic red markings, were filled with razor-like teeth. They growled and snarled at the girl, and seemed ready to pounce on her, when they just… froze.

The owner of the last pair of eyes was still cloaked in shadows, robbing Yang of any indication to what it looked like. The wolf-creatures looked back at the darkened entryway expectantly, as if waiting for some signal or command to be given.

Then, with terrifying slowness, the fifth figure revealed itself.

And Yang's lilac pupils shrunk with uncontrollable fear.

The figure was as tall as the wolves, and shared the same basic colors, but that was where the similarities ended. The figure did not look like a mythical beast torn from the pages of a horror story. It stood upright, like a man, but it clearly wasn't. And with each step it took closer to Yang, the more obvious it became.

In place of a face, there was a strange, white horned helmet, (reminiscent of a knight's), with a thin, barely visible, black line, (similar to something one would carve on a pumpkin), stretched across its mostly vacant face. Its horns were sharp and tall, reaching well over a foot above its head. The majority of its body was concealed by a large, heavy, black fur cloak that dragged across the ground, its gray trim collecting dirt as it went. What little could be seen beneath the cloak were bone-like plates, decorated with red details, positioned on its torso and legs like armor.

But it was its glowing eyes that captured Yang's attention the most. They were adorned with red markings similar to the ones on the wolves. Though these ones were more jagged and savage looking than any of the wolves' marks. A long diagonal gash was present over the left eye, but it did nothing more than amplify its already fearsome image. The eyes themselves were bright red, like embers, and they burned with such intensity, they rivaled fire itself. But they held something inside them, something the wolves' eyes lacked, something more than just hatred.

And when the monstrous figure stood not two feet from Yang, looking down at her like she was just an insignificant bug waiting to be crushed beneath its boot-heel, she knew without a doubt what it was that the monster's eyes held within them.

Power…

Whatever this thing was, it was powerful, _very_ powerful. Yang felt like she was in the presence of a monster taken straight out of one of the many books Summer had read to her. The monsters that destroyed whole villages overnight, and took children back to their lairs to gobble them up for dinner. Only this time, Yang did not believe a hero was coming to their rescue.

It continued to glare at Yang, its red eyes boring into what were now terrified lilac pinpricks. It was like it was looking into her soul, judging her very being with its powerful gaze.

"_mmmhmm_… no Yang… my cookies…"

The monster's head snapped towards the wagon and Yang sucked in some much needed air, she didn't even realize she needed it. Its gaze was now fixed on two-year-old Ruby, moving passed Yang to stand next to the red wagon and look down at the completely ignorant toddler within.

Yang couldn't do anything but watch in horror as her baby sister was studied by the horned devil. Her fatigued body could barely stand up as it was, and her fear stricken mind refused to send any signals to her already worn out body.

'_No, no, no, please not Ruby… not my baby sister.' _Yang thought with dread, tears already filling the corners of her eyes as her young mind began the horrid process of predicted what it would do to her little sister. _'Please don't hurt Ruby.'_

As if sensing her despair, the being looked back at Yang. The zig-zaggy line she had seen on its face had parted to reveal it was actually the monster's mouth. Though open barely an inch, it was clearly a mouth, and from this mouth came a strange noise. A coarse hiss-like growl, that sent chills down Yang's spine.

It returned its gaze to Ruby, ignoring the five-year-old completely. It suddenly bent down, and raised an armored claw-like hand out from under its cloak. It slowly brought its hand towards Ruby's face, sharpened finger extended. But instead of piercing Ruby's face with its sharp claw, it did something Yang didn't expect.

Turning its finger about, it brushed the back of it against Ruby's young, pale cheek, unintentionally making the toddler sigh happily.

Yang blinked in surprise at the tender action, but the surprise once more turned to abject horror as the monster gently reached in and picked Ruby up out of the wagon, and cradled her in one arm against its armored chest. Then it stood to leave.

'_No, no, nononononono!'_ Yang thought as her legs finally caved and she sunk to her knees.

It looked back at Yang one last time, reacting to the sound of her knees hitting the hard ground, before turning away and heading into the woods with her little sister in its hands.

'_Ruby…'_ Using what little strength she had, Yang reached her hand out in a vain attempt to stop the monster from taking her sister.

Her eyes shed streams of tears that flowed down her young face as her sister's kidnapper grew further and further away.

What had she done?

This was all her fault. If she had just left Ruby in her bed. If she hadn't been so stubborn to learn the truth. If she hadn't found that stupid map, none of this would have ever happened.

Once it was too far away to see, the wolves began growling and snarling again. Yang could hear them moving towards her, even as her body began to shut down from exhaustion.

But she didn't care.

Yang passed out to the sound of roaring monsters lunging at her.

* * *

><p><strong>Many Years Later…<strong>

"… And then, I woke up in a hospital bed with my dad sitting next to me. Turns out, our uncle had showed up right after I passed out." Yang said with a shamed, depressed voice as she finished drawing a rough sketch of the Grimm's helmed face. "He searched the entire island, day after day for any sign of them, but he couldn't find a single trace of Ruby or the Grimm that took her… My stubbornness cost me my baby sister." She closed her eyes to stop the tears forming from that terrible memory.

"Yang… I'm sorry you had to go through that and I understand what you're trying to tell me, but this is different. I'm not a child, and this isn't some search for answers! I-" Blake tried to reason, only for a frustrated Yang to interrupt.

"I told you, I'm not telling you to stop!" Yang gripped the chalkboard's edge tightly in agitation. "I haven't! To this day I still want to know what happened to my mother and why that… _thing_ took Ruby. But I will never let either search control me. That's what cost me Ruby to begin with." She paused to take in a breath before continuing with a softer tone. "We're going to find the answers we're looking for. But if we destroy ourselves and the ones we care about in the process… then what good are?"

"You don't understand!" Blake yelled back angrily. "I'm the only one who can do this!"

Yang was fed up with this. She had tried to be calm with Blake, but the faunus girl refused to listen to her or what she was trying to tell her. With pent up frustration, Yang swiftly turns to face Blake, her lilac eyes now an angry shade of red. "No, _you_ don't understand! If Roman Torchwick walked through that door, what would you do!?"

"I'd fight him!" Blake exclaimed, anger clear on her face as well.

"You'd lose!" Yang corrects, shoving Blake into the desk behind her. Only for her sleep deprived partner to retaliate with a weak punch to her arm.

"I can stop him!" Blake yelled, struggling not to let her fatigue take hold.

"You can't even stop me!" Yang yells back with another violent push, knocking Blake onto the desk table. The faunus glared at Yang with anger, frustration, and dismay. Only to have her expression turn to one of surprise when her blonde friend embraced her in a hug.

"I'm not asking you to stop." Yang spoke like she was on the verge of tears. "Just please… _please_, get some rest. I don't want to lose more people I care about."

The two stood like that for what felt like hours, until Blake finally returned the hug. "Okay." She says with reluctance.

"Thank you." Yang replies, squeezing Blake a bit tighter before letting the cat-faunus out of her grip. Her eyes had returned to their original hue. "Thank you."

With her objective completed, Yang made for the flight of stairs leading to the top row of seats and the exit-way. Once at the top of the stairs, she looked back at her partner, and smirked. "Don't think this means you can skip our on the dance though."

Blake cracked a smile of her own. "Of course not."

Yang turns away and heads back to their dorm to get her dress.

As she walks through the halls of Beacon, she looks out one of the windows to see the sun setting over the horizon. The sky was painted yellow, orange, pink, and red from the descending ball of light, casting the academy grounds in gold.

"One day, Ruby," Yang whispers as the sun continues to set. "One day, I'll find you."

* * *

><p><strong>Many years ago…<strong>

'_Such a frail thing you are.'_ Thought the humanoid Grimm as it looked down at the female Dustling sprite in its arms. _'Just a twist of your neck would end you.'_ The sprite simply nuzzled into its chest once more, unaware of the situation she was in, or that they were currently astride a great raven of Grimm heading back to the mainland.

Normally, it stayed within the confines of the massive continent, but after its confrontation several weeks back, it felt compelled to travel to that small spec of land it would have otherwise ignored. The risk in going was great, the island was in close proximity to one of the Dustlings' larger nests, and held a smaller nest of its own. Stealth was key to completing its goal.

Tracking down the White Cloak's home and eliminating any potential threat there.

The White Cloak Dustling had been the latest in a list of powerful adversaries the Grimm had fought and defeated over its long life. She had been strong, and very fast, but in the end she failed to slay the Grimm. The Dustling died, after hours of fighting. Her frail body could not compare with the unending stamina of the Grimm she faced.

But still, she left her mark on the Grimm. The scar across its eye was the first it had received in its life. And with that scar, came an epiphany.

This Grimm was old, _very_ old. It had been alive since before the Dustlings first emerged from the Dust, for this Grimm was no ordinary Grimm.

It was the first Grimm, the creator and Overlord of all Grimm. Born from the first of the three fallen shards of the shattered moon, it was the first to walk the planet. When the second shard fell, it fractured and split as it crashed down to the surface, becoming little more than Dust, and it was from this Dust that the Dustlings came, followed shortly by the shard of the beast.

The Overlord despised the Dustlings when it first laid eyes on them, and quickly set about killing any it came upon. At first, it fought them alone, unaided, but then, after decades of fighting, it discovered something.

Using the negative emotions that poured out from the Dustlings and its own blood, it created the first of the Grimm. These monstrous creatures needed no food, water, or rest to perform their purpose. They were strong, fast, and driven by an insatiable desire to destroy anything related to the Dustlings, and when set loose upon its foe, they proved amazingly effective.

With the Overlord's viscous creations wiping out entire nests of Dustlings, their extinction was all but certain.

Then they found the crystals…

With the crystals in their possession the Dustlings began to push the Grimm back, reclaiming land lost and avenging their fallen dead. They celebrated their victory, and with the power of the crystal, constructed tools, nests, weapons and more.

But their victory came at an unknown cost. The amount of rage and anger expressed through their retaliation provided the Overlord with a vast amount of negativity, providing it with the means to construct more and more Grimm, which it spread across the world.

That had been hundreds of years ago. Since then, the many Dustling nests had been reduced to only four secure locations scattered across the world, and they had turned their weapons on each other multiple times. They were stable now though, and while they no longer sent armies to fight the Grimm, they still used their Hunters.

The Overlord had not been idle in the centuries either. Creating new Grimm and learning more about its enemy. It kept to the shadows, and dispatched any Dustlings unlucky enough to see it.

But the fight with the White Cloak Dustling, brought a serious question to the Overlord's mind.

What would happen if it were to die?

It was not affected by the sands of time as the Dustlings were, but its body was not immune to their weapons of war.

It could be killed. The scar on its eye was proof of that.

At first, it decided to prevent its death by killing any Dustling with great potential, especially the young sprites. But this proved both difficult and futile, as they were too many and too well guarded by the adult Dustlings.

It was this reasoning that brought it to the island. It had followed the scent of the White Cloak back to that island in hopes of finding others like her and killing them.

But it found something much more important…

When the Dustling sprite had appeared, the local hounds the Overlord had rallied to follow it were ready to pounce on her, but the Overlord stayed their claws.

It had felt something emanating from the sprite, something it could not immediately recognize. But when it approached the terrified Dustling, the Overlord discovered it was not this yellow-mane sprite from which the feeling came from, but from the red-cloaked sprite asleep in a wagon.

One look was all the Overlord needed to discern that this sleeping sprite was the progeny of White Cloak.

Its first instinct was to kill her, tear her body to pieces and feed them to the hounds before crushing the other sprite beneath its foot.

However, it stayed its hand when it finally came to realize what the feeling was of.

Purity.

The sprite had a soul without any blemish or dark intent held within it. So unspoiled was the sprite, that the Overlord could at first only stare in awe, before looking back at the yellow sprite when it sensed the dread and fear rolling off her.

It was then that it hatched an idea. An idea that may provide the solution to its question.

The Overlord took the child from its resting place and carried it away, leaving the hounds to deal with the other sprite. Once on the shore of the island, it called for the great raven that it had rode to the island on and mounted the mighty Grimm once more.

It reached the mainland in under an hour, all the while the sprite remained asleep in the Overlord's clutches. Once it had landed, the great raven waited for its master to dismount before taking off into the sky. The Overlord was not concerned by the large gusts of wind the raven produced from its departure, as they only served to send its cape flapping. I was far too preoccupied with the sprite in its possession.

The sprite's pure soul, provided the Overlord with an opportunity that would come only once within a hundred years. For it was beyond natural for even Dustlings to possess such clean, untainted spirits. And though it viewed it as an abnormality that should not exist, the Overlord knew that these types of souls came with a price.

For it were pure souls like hers that were the easiest to corrupt.

It had seen it happen countless times with the Dustlings. Innocent sprites, carefree and ignorant of the cruel world they were born into that become brutal killers without mercy or compassion for their enemies, even if they are fellow Dustlings.

Like snow freshly fallen, they were easily fouled and dirtied by life's many hardships and cruel truths.

The Overlord had brought forth the first Grimm from its blood and the Dustlings' despair and hatred (however, once a type of Grimm was made it did not require the use of its blood to make any more of that kind). And though it created the lesser Grimm this way, it could not create one like itself using the same technique.

But upon seeing this sprite, the Overlord conceived an idea.

It would use its blood to corrupt and shape the sprite into something magnificent, something powerful, something that would guarantee the Grimm a future when its death finally came.

It would make this sprite its heir.

She would be neither Grimm, nor Dustling, but something greater than either. Possessing the strengths of both and none of the weaknesses, she would become a ruthless and cunning creature, worthy to lead the Grimm against the Dustlings and their infernal creations.

The sprite began to stir in its arms.

Thinking quickly, the Overlord brings its free hand up to its mouth and bites down on the wrist until it could feel its blood dripping out. With its black blood flowing, it holds its bleeding wrist over the sprite's mouth just as she lets out a yawn.

She coughs and sputters as the tar-colored liquid enters her mouth and trickles down her throat. Her eyes open briefly to reveal silver irises before she squeezes them closed and clutches her stomach painfully.

'_Let the blood of Grimm take hold upon your soul, young sprite.'_ The Overlord tells the sprite through the blood within her body as it places her on the ground. _'For it shall make you stronger.'_

She wiggles and writhes as the blood spreads through her body, bringing fits of convulsion. Then she lets loose a banshee-like scream and arches her spine, the blood was now firmly cemented into her being, tainting her soul and removing any semblance of her past.

'_Do not be afraid,'_ the Overlord comforts calmly, completely unfazed by the sprite's pained spasms. _'It will be over soon…'_

The Overlord smiled as it felt the Dustling's soul and mind become completely engulfed by the black blood. It was no longer a Dustling now, it was a chimera of both Grimm and Dustling.

With the spirit and mind converted, the body could now be changed.

The child let loose another scream of suffering, one accompanied by the sound of changing bones and stretched muscles.

From the shoulder down, her arms grew longer and thicker, with small, bony stubs protruding along the forearms. Her hands and fingers morphed into claws that (while big for her size), were relatively small. And the skin covering her forelimbs darkened until it matched the Overlord's own oil-black hide.

The rest of her skin turned even paler than it already was; to the point of almost being white. Her open mouth revealed her incisors as they changed into sharp fangs, and the scream contorted into a wailing whimper similar to an injured beast.

Then the true distinction began to take shape.

Over the right side of her face, a bony mask began to form. It took shape around her right eye and the majority of her cheek, several empty tooth sockets along the top right of her mouth were the last to manifest before the masked ceased expanding. Then, red lines danced around the plate until they displayed a blooming rose around the eye.

With the final phase of the transformation complete, the not-sprite tensed its body one last time, then slumped to the ground and went very still.

At first, it seemed as if she was dead. Perhaps the shock had been too much for her small frame to bear. But then her chest slowly rose up and down as she took in large breathes of air through her nose.

It had worked.

'_Rise, sprite of Grimm and Dust.'_ The Overlord commanded. _'Arise, and view the world anew.'_

The child carefully stood up, clearly exhausted from the intense transformation. Her legs shook and her arms hung limply by her sides. She looked about the area, confused and disoriented, but otherwise fine. She then turned her head upwards to lock her eyes with the Overlord's own.

It had never seen such beautiful things in all its life.

Where there had once been the eyes of a Dustling, there was now something different. The whites had turned tar black, and the pupil had changed from a round, black dot, into a blood-red slit. The only part that remained the same was the iris, its silver color refused to change along with the rest of her body, but the Overlord did not care.

It had its heir.

She looked at it, her new eyes wide with awe and wonder. Then she smiled, revealing her new fangs.

In an act of affection the Overlord had not perceived, the not-sprite latched herself onto its leg and squeezed tightly. A content purr escaped her throat as she nuzzled the Overlord's leg.

At first, the Overlord was surprised. It had not expected the not-sprite to retain so much of its Dustling habits. It grew concerned. Would this make the heir soft and merciful towards the Dustlings? Would she regain her mind somehow and seek revenge against the Overlord?

It could not risk an enemy of both Grimm and Dustling. It raised its right hand high to strike the child. To kill her now would ensure she'd never grow to challeng-

'_Daddy…'_

The Overlord froze when the words entered its mind. Did the child just… communicate with it!? Such a thing was Impossible! The only one capable of speaking to other Grimm was the Overlord itself. But it was not the act alone that startled it.

It was the word.

_Daddy_…

It had heard young sprites say it countless times to their male progenitors, (along with dad, papa, and father). Terms of affection reserved only for them. The sprites were extremely loyal and obedient to these males, always following the demands and tasks given by the older males even if they disliked them. And the few who didn't obey were punished and forced to do what was demanded anyway.

Did the child believe it to be her _'daddy'_?

This was completely unexpected. The Overlord had thought she would become only slightly smarter than the rest of the Grimm. Viscous and relentless, but still capable of learning and reasoning like itself. But instead, she was squeezing its leg with all the strength her exhausted body had, purring like a feline, and communicating through thoughts.

She suddenly looked up at it, her beautiful eyes transfixing the Overlord. There was so much affection in them, so much love and loyalty.

And there was also a desire to please… to prove her worthiness to it. To show it that she would do it proud and become the heir it required.

The Overlord slowly brought its raised hand down, and rested its armored palm on her head. It petted the child's head awkwardly; uncomfortable and unused to the action it had only seen performed by Dustlings. The child didn't seem to notice this and pushed her head into its hand, enjoying the affection.

Perhaps…perhaps this was better.

'_Yes, little one. I am your father… your daddy.'_ The Overlord told the child as it pulled her off its leg and rested her on its hip. _'And you are my heir. Inheritor of all I have created.'_

She looked at him with wide eyes, eyes filled with wonder and amazement. It doubted she understood all of what it said, but the meaning seemed very clear to her.

'_You will do great things, little one… Great things.' _She nuzzled into its chest, purring contently as she went back to sleep

With those words, the Overlord took its heir further into the mainland, where it would begin her training as the next ruler of Grimm.

* * *

><p><strong>Author's Note: So, what do you think? This story might take a little longer to update later on, because I don't know what's going to happen in RWBY volume 3. But I'll cross that bridge when I get to it.<strong>

**Also, I know in canon the humans came first, but I feel like the Grimm being there first is way cooler. The Grimm viewing the humans and faunus as interlopers and invaders on land that is theirs. Makes sense when you think about it.**

**Also, do to Ruby no longer being raised by humans, she will be given a name by the Overlord (P.S if you were having trouble envisioning the Overlord, its helmet kinda looks like the Juggernaut Grimm OC, only with a jack-O'-lantern mouth, and the body and armor look a lot like the Grimmking OC, but minus the head. Both can be found on Deviantart), what do you think Ruby's Grimm name should be? Leave it in a review or private message me if you have an idea.**

**Another thing, for a lot of the beginning chapters, it's gonna be focusing on Ruby growing up with a few important events thrown in here and there.**

**As always: Please fav, follow, and review! Thank You!**

**DeadRich18 Out!**


	2. Chapter 1: Close Calls

**I do not own RWBY, it belongs to Rooster Teeth. I do own the Original Characters though.**

**Here you all go! Chapter 1. Thank you all who gave in ideas for Ruby's Grimm name, and have decided on Silver Rose. I want to give a shout out though to Mata Nui, who gave me a beautiful sounding name for Ruby. Sorry I didn't use it, man, it just felt too… formal. Plus, I couldn't pronounce it. Still, great suggestion.**

**Reference in this one! See if you can find it!**

* * *

><p><strong>Grimm Heir<strong>

**Chapter One: Close Calls**

**Several Years Later…**

The Red Forest was a truly wondrous place.

A mountainous region where the trees always appear as if they are undergoing their autumn transformation and their leaves change colors and fall from the branch. But the trees of the Red Forest never seemed to run out of leaves, even in the winter months. Their branches shed and regrew leaves at an alarming rate.

And unlike other forests, its trees only bore red leaves, thus its name, the Red Forest.

But it is not just the leaves that are red. After countless years of falling to the forest floor, the red leaves have turned even the ground and grass crimson. The only breaks in the expanse of redness are the brown tree-trunks, scattered boulders, and the strange, bending path used by the Dustlings' metal snakes.

Such a snake was traveling it right now. It's black, boxy frame moved along the path with surprising speed, constantly making a bizarre _chug-chug-chug_ noise and occasionally letting loose a funny wail-like sound.

Despite being of Dustling make, the snakes are rarely bothered by Grimm. Their speed surpassed all but the swiftest Grimm and its hard shell was difficult to penetrate. It was a waste of Grimm and energy to try and attack such things.

But today would be a different story.

The Dustlings used these snakes to transport themselves, supplies, weapons, and crystals over vast distances. They were strong, well-guarded, and fast. But they had one weakness. They were reliant on the path, without it they could not move.

So the Grimm had destroyed sections of the path further ahead.

It was from a high-up cliff looking over the destroyed pathway that the Overlord and its hybrid heir watched and waited for the snake to arrive with several other Grimm behind them.

It looked down at its heir… its daughter, as she stood by its side, eagerly awaiting the coming carnage with a fanged smile. Silver Rose had grown much over the past four years and would continue to do so as time went on.

The empty tooth sockets of her mask had begun to grow teeth. Though they were nothing more than round nubs right now, time would change them into dagger-like teeth. Her claws had lengthened and grown sharper, they were now about the length of her fingers before her change and twice as thick. The bony stubs along her arms had lost their dull tips and had become small spikes similar to quills.

But the most noteworthy change was her intellect.

Silver was very cunning and very smart, smarter than the oldest of the Grimm. She seemed to absorb everything the Overlord taught her like a sponge. She was inquisitive too, always curious and asking questions to better understand things. Like why the Grimm only attack Dustlings and not beasts.

She had asked the question several months ago, after she tried to pounce on a lone deer like she had seen hounds do to Dustlings. The Overlord caught her just as her feet left the ground, and her startled yelp spooked the deer into fleeing.

Silver had sensed the deer's soul and thought it similar to Dustlings. The Overlord told her that this was both false and true.

When the third shard struck the surface of the planet, and beasts came to be, specks of Dust from the second shard had made their way into the first beasts. Some animals even received so much Dust that they became Dustlings themselves, with the only remnant of their beastly heritage being some miscellaneous animal appendage somewhere on their bodies.

It told her that while beasts did have souls they were to be left alone. For it were the forms of the beasts that provided the Overlord with the inspiration for many of the first Grimm, such as the hounds, bears, and ravens.

As a reward for their unconscious contribution, the Overlord forbid the killing of any animal unless done so in self-defense. And over time, many animals became accustomed to the Grimm. They were still wary of them, of course, but would only become aggressive if Grimm encroached on their territory, or they felt threatened in some way.

Silver grew very depressed afterwards, ashamed that she had almost struck down one who provided her father with the inspiration for the bodies of the Grimm. She swore to never hurt an animal again.

The Overlord told her such an oath was naïve and stupid. It told her she was permitted to kill animals if they attacked her, and that for many centuries Dustlings used animals for a multitude of tasks, from beasts of burden to attack animals used to hunt Grimm. If they learned of her existence and that she would never harm an animal, they would use it against her.

At this, Silver became enraged. Furious that the Dustlings would use those who aided her father to do their dirty work.

Just another way for the Overlord to further plant the seeded desire to kill Dustlings in her mind.

She put that desire to good use. It was she who concocted the plan to destroy the metal snake's path after several months of observing the snakes moving back and forth on it. Noting how one stopped when a herd of animals stood on the path and the Dustlings had to scare them away with the snake's blaring whistle, instead of just going around them.

Bears were used to destroy the metal frames of the path, while the hounds positioned the ruined rails along the path to give the illusion they were still in working order.

That had been done an hour ago, and hundreds of Grimm were now hiding in the forest below, waiting for the moment to strike.

The Overlord had sent a freshly spawned raven ahead to spy upon the train and discern its contents. It took direct control of the raven, so that it could see and hear what it did.

The snake on the path was one of the… less guarded variants, designed to carry Dustlings between the two main nests on the continent with extraordinary speed, but lacked any true form of defense. The perfect target to test its daughter's new strategy.

Pleased with what it saw, the Overlord relinquished control of the raven and continued to wait.

It would not need wait long, as the telltale sound of the snake grew louder and louder. Its heir ran up to the edge of the cliff as to get a better view, and was soon followed by the Overlord, who put a hand on her head.

They watched with anticipation as the snake drew closer and closer to the trap, completely unaware of what was truly waiting for it.

The following devastation brought forth a swelling feeling of pride from within the Overlord's chest. A sense of pride it lets its daughter know and feel.

'_Very good, little Rose, very good.'_ It praised, watching the scene play out. _'You have done well.'_

The snake did not simply roll over to the side or crash into the ground as expected. Instead, its head went careening off to the side before being struck by the second segment. The third then smashed into the second, sending it spiraling off the tracks, while the two behind it sprang upwards in a triangle before crashing back down to the ground. One of the segments was torn completely in half when another segment pushed through its middle, revealing terrified Dustlings trying not to fall out.

Finally, the last of the segments crashed, and the brief moment of destruction ended. It was a complete and utter mess down there. Screams and shouts made by the Dustlings echoed through the forest. And as their despair and terror wafted into the air, the Overlord looked down at its giddy heir.

'_Give the command, little Rose.'_ It told her. _'Let them feast on our enemies.'_

She looked up at it with grateful eyes, then turned towards the ruined remains of the snake and let loose a shrieking roar that rivaled the mighty trumpeting call of a mammoth.

'_AAATTTAAACCCKKK!'_

The Grimm shot out of the surrounding woods with howls and roars of their own. They fell upon the wreck with savage ferocity, taking the Dustlings completely by surprise. The screams intensified, but were no longer of despair, but of terror. The screams and roars became intermixed, and a cacophony of sound echoed through the crash site.

A serpent slivered one of its heads into a segment, flushing the Dustlings out and into the waiting jaws of the hounds on the other end. Bears were ripping open roofs and jumping inside segments, killing the Dustlings within. Some tried to flee, but they were run down by chargers and boars, whose speed far surpassed their own.

The amount of fear and panic that flowed in from them was invigorating. The Overlord was almost tempted to jump down there and join the slaughter. But it would not. It would wait till the majority of the Dustlings were dead before descending to the site with its heir. It could not risk survivors seeing them and escaping with the knowledge of their existence.

Speaking of its heir, Silver Rose was practically vibrating with excitement. The amount of negativity seemed almost too much for her to resist, she was using all her will just to keep herself in one place. She would need to learn more restraint if it took her this much concentration to not succumb to her Grimm instincts.

It placed a hand on her shoulder, squeezing it tightly but gently to remind her not to let her instincts get the better of her. It worked, if but a little. Silver still radiated anticipation and excitement, but at least she wasn't vibrating.

The Grimm completely covered the wreckage now. Any Dustlings left alive were either hiding, or barricaded in the few intact segments that had yet to be torn open. Satisfied, the Overlord motioned for them to make their way down and inspect the crash.

Its heir did not need much motivation and shot passed the Overlord like a bullet. It followed behind her at much more leisurely pace. It wasn't like the snake would be going anywhere soon.

As it walked down to the wreckage, the Overlord couldn't help but think of how much it had changed since the day of appointing Silver its heir.

Since the taking in of little Silver, it had found itself becoming more and more accustomed to her inherent Dustling nature.

The first year had been difficult for both sire and heir, as Silver Rose was plagued by terrors in her sleep. She'd wake up, screaming at the top of her lungs, and bolt to the Overlord's side, crying her eyes out.

At first, the Overlord simply ignored its heir's plight, assuming they'd go away. But the terrors stayed. Every time she placed her head down to rest, she did so with fearful reluctance. Every night she went to sleep, she was torn from her rest by nocturnal visions that confused and terrified her.

One night, she refused to detach herself from the Overlord's body, clinging to it like a tick. Eventually, the Overlord gave up on removing her, and just waited for her to fall asleep. But when she finally did succumb to exhaustion, it noticed something.

Not once did she stir from her slumber, not even a murmur escaped her lips.

Its presence seemed to bring her a sense of security that traveled into her dreams. This both mystified and confused the Overlord. Was it just _its_ presence that forbid the terrors from encroaching on her sleeping mind, or was it simply having another being near her that did the trick?

It experimented, had her sleep with the Grimm, memorized the results and came to a conclusion. When she slept with the hounds she did not wake with fear, but neither was she quite. She'd whimper and moan in her slumber, tossing and turning uncomfortably.

The other Grimm had little effect on her. She'd only wake screaming as she had before.

Thankfully, as months passed, she began to experience the terrors with less and less frequency. She still slept mainly with the Overlord or the hounds, but from time to time would rest with the other Grimm.

Through this the Overlord found itself to be becoming more… gentle, with her. It would still chastise her when she performed poorly, but would always, as if by reflex, reassure her that she will do better next time.

It was odd, but seeing Silver Rose hurt, be it physically or emotionally, always brought something out in the Overlord. Something it had never experienced before in its long life. And in time, it realized what the feeling was.

It had grown attached to her.

At first, it was afraid of this. Had it grown soft because of her? Was it losing the killer edge that had kept it alive all these centuries? Was it a mistake to take her in as its heir? It didn't know.

But one look at Silver's beautiful eyes destroyed the doubts and erased the fears the Overlord held.

No… this was not something to be fearful of. It was something else…

_ARRRRRROOOOOOOOO!_

The Overlord's reminiscing was brought to a grinding halt when the howl of a hound echoed from the wreck. It knew that howl, it was one that meant help was needed, that something was very wrong.

The Overlord's fire-red eyes widened with horror.

'_Silver!'_

* * *

><p>It had worked! It had worked! It had worked! It had worked!<p>

Silver's plan was a complete success, and father was so very pleased with her. The Dustling's metal snake had hit the destroyed rails and crashed just as she planned. The Grimm had slaughtered them with ruthless efficiency, and were now enjoying their well-earned reward of Dustling flesh and emotion.

Silver wanted to see the wreck up close, to witness the full extent of the damage caused by just a few out of place metal bars.

But most of all, Silver wanted to make a kill. A _real_ kill.

The deaths in the crash were her doing, yes, but the majority of the casualties were inflicted by her father's Grimm, who swarmed the derailed transport like a horde of ravenous insects. And though it felt like she had killed, at the same time it felt like she hadn't.

Besides, there were bound to be a few stragglers still alive. The Grimm work fast, but have a tendency to miss a few things in their initial rush to kill.

When Silver finally reached the bottom, she was greeted by a bloody scene. Over-turned snake segments ripped open, puddles of blood staining the ground a deeper shade of crimson, the butchered bodies of Dustlings strewn about the area, and the creatures of Grimm feasting on them.

Silver always found it funny how even though they didn't need to eat, they did so anyway. She had asked her father why they did it, and he simply replied with, _'They like the taste'_.

Perhaps she should try some. After all, her Dustling half required that she eat, drink, and rest, (albeit significantly less than a normal Dustling needed to) in order to survive, and the only food she could find were berries, nuts, fruits, the occasional dead animal, and whatever food her father had the Grimm loot from Dustling nests and caravans.

Silver loved her father, he was so very caring and generous to her. Not only would he make sure she was fed properly, but he would also soothe her when sleep terrors shook her from her slumber, and when the clothes she had first found herself in became too small for her, he wove for her a special outfit using his powers that would grow with her body.

And just as a Grimm's appearance changed with time, so too did the outfit.

Currently, it was colored black with a few red details here and there, and several armor plates. A black blouse with an armored plate around the chest covered the top half of her body, while a frilly black and red skirt took its place underneath the blouse, and was held in place by a gray belt. Black leggings with shin and knee guards covered her legs, and blackened boots protected her feet.

The only article of clothing that Silver Rose wore besides this was the old, tattered, red cloak and hood that she had been found with. The edges were frayed, holes riddled it, and the material was worn and matted, but it still served its purpose.

Her father had taught her much over the years as well. Where the four major Dustling nests were located, how to properly feed of negative emotions, where a Dustling's body's weak points are, how to command creatures of Grimm… the list went on.

And this devastation, this carnage inflicted upon the Dustlings was Silver's way of giving back.

She walked through the wreckage and bodies, her proud smile never leaving her face. She passed the feasting Grimm, who stopped to watch her pass before returning to their meals. The sound of a wailing Dustling babe could be heard from within one of the segments, before a hound ran inside and silenced it with an abrupt (and wet) crunch.

Unfazed by the act, Silver continued her stroll. When she had made it to the center of the disaster zone, she suddenly felt something underneath her foot. Looking down to see what it was, Silver was greeted by the upper half of a Dustling sprite. Its body had been cleaved in half, and only one arm remained attached to the torso. She grabbed it by its remaining limb and raised it high in the air for her to examine.

The expression on its face was of such dumbstruck shock that Silver couldn't help but giggle at it. It amazed her how easily they had been beaten, how they could only scream in terror as the Grimm descended on them.

She almost pitied them. They were so much weaker than her father made them out to be. He portrayed them as tenacious and resourceful survivors, who never gave in without a fight. But Silver had yet to see any evidence to support this clai-

"AAAHHHH!"

Silver jumps to the side, (sprite body still in her grasp), narrowly dodging the piece of metal that had been swung at her by a surviving Dustling. It was a male, its body was covered with blood, bruises and cuts, the clothes were in tatters, and it breathed dry, wheezing breathes that betrayed its exhausted state. Yet it still stood there, eyes angrily narrowed at Silver as she returns it with a glare of her own and a challenging hiss. It let lose a roar and charged her again, metal club raised high.

She threw the sprite's corpse at it, sending the male crashing into the ground and knocking the makeshift weapon out of its hand. Not giving it a chance to recover, Silver leapt at the male with claws extended, only for it to kick her in the stomach and send her flying back several feet.

Silver groaned in pain, clutching her stomach with one claw as she stood back up. The Dustling had retrieved its weapon during her recovery and was now circling her. Silver was cautious as she circled it in turn. The Dustling seemed… off, different from ones she had seen before.

She shook her head to clear these thoughts. Now was not the time for pondering. A Dustling was a Dustling.

Silver then charges the Dustling abruptly with a scream, hoping her sudden attack might startle it and give her the advantage. Instead, it smoothly sidesteps to the left and smashes the metal against her head, sending her slamming into the ground.

Silver curled up in pain from the blow, clasping her oversized claws over her ringing ears as she clutched her head. She could hardly feel the black blood trickling down the side of her head. She looked up to see the Dustling male standing over her prone form, mocking her with calm arrogant eyes.

Silver would not stand for this. She was the daughter and heir of the mighty Overlord! Inheritor of the Grimm hordes, and future destroyer of Dustlings! She would not meet her end at the edge of some Dustling's metal stick!

Mustering her strength, Silver lashed out at the Dustling. It held a look of brief surprise as her blade-like claws sped towards its unprotected mid-section...

Only to harmlessly bounce off some unseen force.

Silver Rose's eyes went wide with fearful realization. She knew now why this Dustling felt so different. It was a Hunter, a Dustling trained to hunt and kill any and all Grimm it came upon.

Hunters were powerful beings. They wielded mighty, shape-shifting weapons and were capable of manifesting their souls and using them as weapons or shields to aid them in combat. They were the most hated of all Dustlings.

And Silver had made the mistake of underestimating one and was now paying the price.

It raised the piece of metal high above its head, intent on spearing her through the head with it, when three hounds came out of nowhere and leapt at the Dustling. The Hunter jumped back to avoid their slashing claws. The hounds placed themselves between Silver and the Hunter, growling and roaring angrily at their Mistress's attacker.

Two of the hounds rushed the Dustling, while the third let out a howl, alerting all the Grimm to close in on its location.

Within seconds, all the Grimm were converging on the scene, rushing towards the outnumbered Hunter with complete disregard for their own lives, only thinking of protecting their Mistress from this aggressor.

The serpent that had been among the attacking Grimm curled itself protectively around Silver, using its own body as a shield. As a result, Silver could not see what was happening, but she could still hear everything. The yells and grunts of the Hunter as it fought with her father's Grimm, the yelps and snarls of the hounds and chargers.

It went on for several minutes before the sounds of battle abruptly stopped. The serpent uncurled its body to reveal Silver's father holding the Dustling Hunter high in the air by its throat. The evaporating bodies of hounds and chargers littered the ground around them, their essence being absorbed back into their Overlord for later use.

The Dustling kicked its feet fruitlessly in the air, growling angrily at her father. Silver watched in awe as her father threw the Hunter hard against the ground, the sound of breaking bones reaching her ears, followed by a short scream of pain. A scream that was silenced, when the Overlord brought his mighty, bone-white mace down on the male's head.

He placed an armored boot on the still Dustling's shoulder, and wrenched the weapon free. Then, he turned his gaze on Silver.

'_What made you think you were ready to challenge a Hunter, little Rose?'_ His deep, commanding voice boomed in her head. _'Did you think its wounds would slow it down?'_

'_I-I did not know, father.'_ Silver admitted timidly. _'I thought it was just another Dustling-'_

'_Just _another_ Dustling? Have you learned nothing from what I have taught you, child?'_ He growled angrily. _'Has this one victory made you think every Dustling is the same? That they are all so easy to kill?'_ He then points his mace at the dead Dustling. _'If this Hunter had its weapon, you'd be dead five times over!'_

Silver looked down at her feet, ashamed that she had disappointed her father so much, and that she had let the success of her plan go to her head.

'_Hubris is a fatal flaw, little Rose. One a leader must be free of if they are to lead properly.'_ He knelt down and gently tilted her chin up so she was looking into his eyes. _'You are my heir, Silver, the inheritor of the Grimm. But you are still very young. Too young to attempt to kill an adult Dustling by yourself, Hunter or not.'_

'_Yes, daddy.'_ Silver apologized. _'I won't do it again.'_

'_Good.'_ He let go of her chin and stood back up. _'Now come, we're leaving.'_

Dejected and depressed from disappointing her father, Silver followed after him with her head hung low. The Grimm returned to clearing out any remaining Dustlings, though a few hounds heeled at Silver's flanks, nuzzling their heads against hers in an attempt to lift their young mistress's spirits. One even took it upon itself to lick off the blood coating the side of her head with its slimy warm tongue.

Silver was very fond of the Grimm hounds, and had it been any other time, would have welcomed the affection with a smile. But her failure to kill the Dustling had dampened her mood too greatly for even the hounds to cheer her up.

She pushed their muzzles away and continued to follow her father back into the forest.

But as she walked behind her father, head looking down at the soiled earth, Silver noticed something in a puddle of blood.

A footprint.

A Dustling footprint.

A Dustling footprint accompanied by many more footprints that were all leading away from the crash.

'_Father!'_ Silver called out urgently, prompting her father to look back. _'Look! Look!'_ She pointed franticly at the bloody footprints. He calmly walked over and knelt down to examine them.

Silver was now completely ashamed and terrified. The possibility that a Dustling had escaped put both her and her father at risk. If word got back to the Dustlings' nest they would send out countless Hunters to track them down and kill them. They would render the Grimm leaderless and unable to replenish their losses.

Because of her, her entire species may face extinction.

Tears formed in her eyes as she began to envision her life after this moment. Her father would forbid her from leaving his sight. He would hide her away in some forsaken cave guarded by thousands of Grimm, never to be let out until the Dustlings forgot all about them.

Which could take _centuries_!

She had failed. Failed to prove her worth. Failed the Grimm. And had failed her daddy!

_*sniff*_ _'I'm sorry, daddy.'_ Silver told him as tears trickled down her face. _'I'm sorry I failed you.'_

He swiftly turns his head towards Silver, startling her. _'Do not say that, Silver.'_

'_But I-'_

'Do not_ say that.'_ He repeated sternly, completely facing her now. _'You have not failed me, little Rose.'_

'_But I failed to recognize a Hunter, I failed to kill a single Dustling, and I failed to ensure all the Dustlings were killed!'_ She huffs as more tears slide down her cheeks and mucus fills her nose. _'How can I _not_ have failed you!?'_

The Overlord embraced his crying child, bringing her close to his chest. _'You have never failed me, little Rose.'_ He soothed, stroking the back of her head tenderly._ 'You may have disappointed me for not recognizing the Hunter, and this survivor might someday complicate things for us, but this does not deem you a failure._

'_You must understand, nothing ever goes exactly as desired, mistakes are inevitable. They are an inescapable aspect of life. And it is by learning from our mistakes that we grow stronger and wiser than we were before.'_

He realeses her from his embrace and looks her in the eyes, his mighty hands placed on each of her shoulders. _'Do not worry yourself with the Dustling stray. From the tracks, it is only a sprite, and the entrance to their nest is several days away by foot. It will run into the ground before it reaches the nest.'_

He then turns her around, so that she could once more view the aftermath of her plan. _'Look upon this sight, Silver. Look upon the death and destruction you have brought to the Dustlings. When they learn of what happened here, fear will spread through their nests like wildfire. Panic will grip their souls. And rage will cloud their judgment.'_

'_I cannot see how such a beautiful display of cunning and brutality can be a failure.'_ He spoke with pride, wiping away the tears from her eyes, before standing up once more and extending his free hand to her. _'Come, little Rose. We have much to do.'_ Silver sniffed one more time before grasping his hand and heading back into the forest.

Father and daughter then entered into the wooded confines of the Red Forest, leaving feasting Grimm in their wake.

* * *

><p>"<em><strong>Breaking News! A train traveling from Vacuo to Vale was discovered today, derailed and destroyed on the tracks of the Forever Falls railway. The train had been scheduled to arrive in Vale three days ago, but when it failed to arrive on time, the manager of the station grew concerned. After several hours of waiting, the manager contacted the VPD, who sent out a search party, accompanied by a Huntsman, the following day."<strong>_

"_**Soon after setting out, they came upon a young boy. He was exhausted and dehydrated, but otherwise alive. The Huntsman ordered members of the search party to take the boy back to be treated, while the rest continued their search for the missing train. The boy is now resting in Vale General Hospital and doctors say he will make a full recovery."**_

"_**When the party arrived on the scene, they found a nightmarish sight. Destroyed train cars littered the area, bodies covered the ground, and Grimm were everywhere."**_

"_**One officer, described it as a massacre, torn straight from the annuls of history. When mankind was completely helpless against the creatures of Grimm, without Dust or Huntsman to protect us."**_

"_**When the Grimm had been cleared out, VPD officers were able to determine the cause of the incident was that the train tracks had been damaged somehow. Bent and out of place rails along the track left little room for doubt in the minds of all who were present."**_

"_**Sadly, it appears all aboard the train were killed when-"**_

"_**Wait, hang on. I'm getting reports that similar accidents are happening all over Remnant! Several trains have been found derailed outside of Atlas, and another just hours after leaving station in Mistral."**_

"_**We are also getting reports that Grimm are being found in large numbers at each crash site. Leading some to speculate that the Grimm are responsible for these accidents. However, we are unable to confirm this at this time..."**_

* * *

><p><strong>Many Years Later…<strong>

The cemetery was a little more occupied than usual today. Families and friends visiting the graves of their loved ones, paying their respects.

The reason for the surplus of visitors was that it was the anniversary of the Forever Falls' train wreck. A terrible travesty that was quickly followed by similar accidents all over the globe within days of its occurrence. It was the reason the kingdoms replaced all the old railways with raised ones high above the ground.

The wreck claimed the lives of hundreds of men, women and children. Innocent people, visiting from Vacuo, who preferred a more scenic route than the faster airships and boats provided. Sadly, it was this preference for scenery over efficiency and safety that sealed their doomed.

He could still remember the screams, the crashing, the train car rolling around like a dropped can of soda, the people bouncing around inside it like rubber balls.

And the scream…

That terrible scream.

He remembered the scream most of all. The scream was the signal.

The signal for the Grimm to move in.

No one believed him, of course. They all just marked it up as some hallucination he experienced due to the trauma of the whole event. They kept telling him it wasn't the Grimm who derailed the train. Instead, they just chalked it up as an accident, a tragic accident that should never have happened, but an accident nonetheless.

He knew it wasn't, though.

There were too many Grimm waiting for them for it to be an accident. It was too coordinated. He had watched from the inside of their train car as creeps and boarbatusks ran down anyone who tried to escape.

It was only by some strange stroke of luck that he survived. Luck, and his father's sacrifice.

His father had been a great man, a Huntsman who protected people with little regard to their own safety. He taught him how to shoot when he was seven, and how to maintain a weapon at nine.

All he had of him now was the stetson hat he wore and his huntsman's weapon, Red Redemption.

His father had given them both to him right before telling him to run, run and never look back. He did what he was told, he ran out with Redemption in his hands, ready to blast any Grimm that got in his way.

Only to see them run right on past him.

He couldn't fathom this behavior then, (or now), as he was too busy running for his life. And boy did he run. He couldn't do anything _but_ run, his mind too horrified by the possibility that as soon as he stopped, the Grimm would pounce on him.

He was so caught up with running, he didn't even notice the bullheads flying above him till the Huntsman jumped down in front of him, and even then it took some effort to stop him.

The next thing he knew, he was in a hospital bed with his grandfather sitting next to him.

That was eight years ago.

Since then, he's lived with his grandfather in Vale, enrolled at Signal academy, and been accepted into Beacon. He was the leader of team RWBY, which consisted of himself and three girls. Yang Xiao Long, Blake Belladonna, and Weiss Schnee.

They were all back on campus though, enjoying the weekend with their neighbors, team JNPR. He didn't tell them where he was going, or that he even left. He just placed a note on the door saying, _'Visiting family. Be back later. Rojo Toro.'_

They didn't need to know the details.

As he walked the trail he'd walked countless times before to reach their graves, he could see the silhouette of a man up ahead.

It was Papi.

Papi was in great shape for someone his age. Standing mostly straight, almost six feet tall, and a vast amount of hair still on his head. At first glance, the eighty-year-old man looked sixty-five.

"You're late, Rojo." He said disapprovingly, not taking his eyes off the graves. "You shouldn't keep them waiting. It's disrespectful."

Rojo offered an apologetic smile. "Sorry, Papi." He reached into his burgundy duster and brought out a small bouquet of roses. "I thought mama might like some flowers, so I bought some on the way."

Papi turns his head slowly to face Rojo, careful not to push himself. "That's good, then." He says with a tired smile. "Rosa will like those. She always liked flowers."

Rojo nods and places the roses on his mother's grave. Lowering them with so much care, one might think they would shatter if dropped. Once the flowers are placed, Rojo kneels down, takes off his hat, and looks at his parents' resting place.

"Hi papa, mama. It's me, Rojo." Not even a minute into talking with them, and was already tearing up. "I miss you both a lot, Papi's been doing good, and the garden is looking great." He stops for a moment to try and collect himself.

"I, uh… I got accepted into Beacon. Sorry I didn't come down earlier to tell you the news. I've been really busy with studying and homework." He pauses again, trying to put his words together. "My team is team RWBY. I'm actually the leader, if you can believe it. Guess I really impressed the headmaster, huh.

"I'm the only guy, though. My teammates are all girls." Rojo cracks a weak smile, thinking about his parents' reactions to the news. "Don't worry, mama, I always knock and put the seat down. And I don't peek either, papa."

Rojo goes quiet again. "They… they're all real nice girls. Their names are Yang, Blake, and Weiss… If you don't mind, I'd like them to meet you someday." He turns to look up at Papi. "Do you think they'd mind?"

Papi smiles down at Rojo mischievously. "Course they wouldn't mind, Rojo. Your papa's probably grinning ear to ear right now. His little boy, with a bunch of ladies." He chuckled a bit at the end, prompting Rojo to chuckle too.

"Hehe, yea…" He turns back to his parents, a small smile on his face. "I'll bring them over during the first break then. You're gonna love them, trust me."

The smile on his face contorts back into a sad frown. "I miss you." He repeats. "I miss you both a whole lot. Not a day goes by when I'm not thinking of you."

He pulls Red Redemption out of its holster on his back and holds it out in both hands, as if to make it an offering. "I'm gonna become what you were, papa. I'm gonna protect people, gonna make the world a safer place, I swear."

Tears start to roll down his cheeks as he clenches his hands hard around the rifle in his hands. "I'm not gonna let any more kids become orphans." He hiccups, barely able to contain the sorrow.

Rojo feels a strong hand on his shoulder. He looks up to see his Papi, tears streaming down his face too. He looks down at Rojo, who stands up and embraces his grandfather.

The two then both break down, lamenting their grief through wails and sobs.

'_I'm gonna find the Grimm who took you from me.'_ Rojo swears to himself, as he continues to cry into his grandfather's shoulder. _'I'm gonna find it, and I'm gonna _kill_ it!'_

* * *

><p><strong>Author's Note: Annd Done! Man this one went through a good deal of rewrites, let me tell ya. The last part was the hardest, I couldn't think of a good way to link them for a while, but when it did I got it down on paper! Red Redemption looks a lot like the La Longue Carbine from Fallout New Vegas, only the main body is colored a dark shade of red. Also, I have decided not to give it an alternate form. It will stay a rifle, like Juane's sword. I just feel like it makes sense since it too is a hand-me-down. To compensate, Rojo has a combat knife he uses for close-quarters.<br>**

**Also, Rojo is visiting their graves during volume 1, in case that confused a few people.**

**The Overlord's names for the Grimm**

**Beowolf: Hound**

**Ursa: Bear**

**Nevermore: Raven**

**Creep: Charger**

**King Taijitu: Serpent/snake**

**Goliath: Mammoth**

**Death Stalker: Scorpion**

**Boarbatusk: Boar**

**As always: Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


	3. Chapter 2: Go Out in the Woods Today

**I do not own RWBY. I do however own the Original Characters.**

**Sorry this one took longer, I got sick and was unable to work on it.**

**On another note, I am disappointed that none of you guys found the reference I made to Red Dead Redemption, seriously, the gun was named Red Redemption how could you all miss that?**

**Anyway, I have a few more references in this chapter too, if you think you found them, put it in a review.**

**On to the story!**

* * *

><p><strong>Grimm Heir<strong>

**Chapter Two: Go Out in the Woods Today**

**Three Years Later…**

The woods were very quiet today. Not a sound could be heard. This could mean only one thing.

A Dustling hunting pack was stalking through the forest in search of Grimm to slay.

Silver could not see the Dustlings, nor could she hear them.

But she could smell them, smell their emotions.

They were probably Trackers; Dustling sprites undergoing the process of becoming Hunters. Her father told her to be very wary of Trackers, for what they lack in experience they make up for in numbers. Hunters tend to operate independent of each other, and do not work in groups very often.

Trackers on the other hand, never go off on their own. They stay with their pack of four, occasionally splitting into two pairs to cover more ground, but only in certain circumstances. Tracker packs would often be accompanied by a Hunter to ensure higher survival chances, though not all the time.

It did not matter if this pack held a Hunter in its midst however, as it had stumbled its way dangerously close to a very sacred place.

They were closing in on the Gulch.

The Gulch is a small box canyon hidden deep within the south eastern forests of the continent, its existence completely unknown by the Dustlings. The soil of the Gulch is colored like ash, gray and lifeless. What few plants inhabit it are painted black and white, their branches and stems covered in thorns or sharp leaves. Massive, bone-like half-arches scar its surface like the ribs of a fallen giant. The only color in the canyon comes from the blood rose vines that grow on the outsides of the two cave entrances found at either end of the canyon, both of which lead into a network of spacious caverns below.

It is a very special place for the Grimm, for it was here that the first shard landed and her father came into being. It was also where he made the first Grimm, deep within the caverns hidden below the canyon, away from prying eyes.

Silver had spent much of her life in the Gulch. It was her home.

And to know that these Dustlings were so close to it made her black blood boil with rage.

The region in which the Gulch is located is far too wild and untamed for Dustlings to try and chart it. The only time its existence was ever truly threatened was when the Dustlings tried to expand their nest many decades ago. Though not extremely close to the Gulch, it was close enough for her father to consider it a danger and send thousands of Grimm to destroy it.

The Dustlings put up a tough fight, using aggressive defense tactics and metal snakes to ferry in supplies and reinforcements. They almost succeeded in their expansion effort.

_Almost_.

The location they chose was without the natural barriers that protected their main nest. And their will to fight was not enough to fend off the waves of Grimm. Their new nest fell within just three short years of its construction. But still the Dustlings endured.

They sought out sanctuary underneath their nest, within the large caverns that dotted the region's underground depths. This protected them, for a time. But within only a few months, their refuge was breached when an explosion opened up a passage leading into another cavern, one filled with Grimm.

Their carelessness turned their haven into their tomb.

Since then, the Gulch has remained protected and hidden from any Dustlings foolish enough to enter its borders. And this Dustling pack was a clear and present threat to its safety. Normally, Silver's father would have already dealt with them himself, but he was not here. He had left the Gulch for some unknown reason, only telling Silver she was to take responsibility of the Gulch until he returned.

That was ten days ago, and Silver was becoming worried.

He had never been away for this long, and had never been so vague with Silver about why or what he was leaving for before. Often, it was to deal with small Dustling nests and camps that he decided were built too close to the Gulch, or to check in on the Grimm activity around the continent. He would often bring Silver with him on such trips, having her watch from the shadows or by his side depending on the situation.

This was the first time in years he had left her in the Gulch while he went off on his own.

She felt very lonely without her father around. The Grimm did their best to keep her company, but their instinctual affection for her was not the same as her father's attention.

But this Dustling pack provided Silver with something to take her mind off her absent father.

As she and her hound escorts moved in on their position, the noises of combat entered her ears. The sound of Dust-shooters and battle cries only intensified as the heir grew closer to the intruders' location.

When Silver and her hounds arrived, they did not charge out like the other Grimm. They stayed within the brush, concealed by the leaves and branches of the forest. She peered out through her foliage cover and saw their embattled quarry.

It was a Tracker pack, as she suspected, and this one was without a Hunter to guide them. They fought the defending Grimm with minimal effort, primarily due to their shape-shifting weapons and acrobatic skills. Scores of Grimm hounds launched themselves at the Trackers, intent on annihilating them. Only to be easily dispatched by their destructive weapons.

It was a fruitless battle. It would take more than simple hounds to best four Trackers, all they could do was slow them down until the larger Grimm arrived.

Which could take a long time.

Maybe even long enough for them to discover the Gulch and return to their nest. This was something Silver knew couldn't be allowed to happen.

She couldn't stand seeing the hounds being butchered in such a sporting manner. The Trackers seemed to treat it as a game, laughing while they defeated wave after wave of hounds. Arrogant smirks adorning their faces.

It took all her willpower not run out there herself and gut them like the filth they were.

'_Cease attacking after next assault. Do not engage afterwards. Follow Dustlings until I give the signal to strike.'_ Silver instructed the Grimm. She needed to make the Dustlings think they had pushed the Grimm back without letting on that they were only waiting for the right moment to strike.

When they slew the last of the attacking Grimm, the young Trackers whooped victoriously. Completely oblivious to the fact they were still surrounded by hundreds of Grimm waiting for the order to attack.

When they finished celebrating, the Trackers sheathed their weapons and moved on, leaving the evaporating Grimm husks lying in the dirt. Silver followed close behind them, her Grimm in tow. When the sun started to set, they began setting up their camp in a small clearing a few miles away from the Gulch.

Hours passed, and only one of them was still awake, acting as the lookout while the rest slept.

It sat on a fallen log, two small Dust-shooters in its hands, looking out at the surrounding woods with anxious eyes. Dustlings could not see well in the dark, but Silver and the Grimm could.

This was the time to strike. Not with a direct assault, but with deception and misdirection.

As she stalked them through the forest, Silver had been conceiving a cunning plan to eliminate the Dustling interlopers. A plan that would be sure to make her father very proud of her. A plan that would require a… different approach.

Using _herself_ as bait…

* * *

><p>Anthony hated this place. It gave him the creeps.<p>

The trees were what really got to him. When they first entered the forest, the trees looked like trees. Brown bark, green leaves, the usual. But the farther in they went, the more the trees began to change. They became twisted and gnarled, their bark darkened to near black, and their once lively green leaves turned an oppressive gray hue.

It wasn't natural.

Not to mention the obscene amount of Grimm they'd fought up to now.

This was supposed to be a simple mission. Team ASDF was to eliminate the local Grimm that had been attacking settlements and towns in the south east at a much more frequent rate than before, be praised by the townsfolk for saving them, and go home to hot food and soft beds.

What the mission briefing failed to mention however, was that there were at least ten shitloads of the monsters in this place, and that all the villages had already been destroyed!

They had been hounded continuously by beowolf packs and the occasional Ursa until only a few hours ago. Since then, they couldn't find a single Grimm. It was like they all just vanished.

At first, ASDF was happy to finally be given some breathing room after hours of combat, but then they started becoming antsy. The lack of Grimm activity was extremely suspicious since this place was supposed to be a hotspot for them. Scott joked that maybe they realized how badass team ASDF was and booked.

Dora and Fiona laughed at his remark, glad for the small distraction, but Anthony could only muster a smile. He just couldn't shake the feeling they were being-

"AAAAAAAAAAAAAIIIIIIIIIIEEEEEEEE!"

A loud high-pitched scream shook Anthony from his thoughts and his teammates from their slumber. They shot out of their sleeping bags, reaching for their weapons.

"WHAT THE FU-!?" Scott exclaimed, only to be interrupted by a second shriek.

"HELP MEEE!"

_ROOOOOOAAAAARRRR!_

Anthony's eyes shrunk when he heard a little girl's voice cry out for salvation, only for a beowolf to answer her plea with a roar.

"Come on! We need to help her!" Anthony shouted to his team, who nodded in agreement and set out with their leader towards the source of the commotion.

They followed the screams and roars until they came upon a grim scene.

Two beowolves cornering a terrified little girl against a massive tree trunk, slowly advancing towards her.

"HELP ME! PLEASE HELP ME!" The little girl shrieked pitifully, not yet aware of the four teens about to save her.

"Fiona! Scott! Get those Grimm off her!" Anthony ordered loudly, earning the attention of the two Grimm.

They abandoned the girl and charged straight at the Hunters-in-training, jaws open wide and claws stretched outward. Ready to tear them to shreds.

Only to be swept aside by ASDF's heavy hitter and fleet-footed sniper. Big Scott bashed one of the beowolves to the side with a single swing of his explosive flail, Murtle, sending it crashing into a nearby tree. Fiona just let the other beowolf come to her before bisecting it with one slash from her sniper-katana, Bloody Mary. With the two Grimm dealt with, the four teens sheathed their weapons and turned their attention to the girl cowering at the base of the tree.

She was small, couldn't be older than ten. The darkness of night made it hard to see any distinctive details, and the thick tree canopy obscuring the moonlight didn't help. Anthony could tell that she was wearing a large red cape and hood, which covered the majority of her body and face, only leaving her little legs and the lower half of her face exposed.

"What's a little girl doing all the way out here?" Fiona asked as Dora walked up to the frightened child.

"Maybe she was from one of the towns that got attacked recently." Scott offered, watching as the traumatized girl shied away from Dora with a terrified whimper. "Maybe she's the only one who got out alive."

Anthony felt sorry for the poor girl. To lose her entire family at such a young age had to be tough. He sighed, "Alright, I'm calling the mission off. We're heading back to Beacon."

"What?" "Say what!?" Both Scott and Fiona asked, turning to face their leader.

"Listen, we can't bring a little girl along with us, it'd be too dangerous for her. And we can't leave her here either, the Grimm will kill her if we do." Anthony explained. "We'll take her back to Beacon and explain the situation to Professor Ozpin."

Scott and Fiona both looked ready to argue with their team leader, but stopped when they realized he was right. They couldn't just bring her with them for the rest of the mission, and they couldn't leave her here to fend for herself.

They were Huntsmen and Huntresses, and it was their duty to protect those who couldn't protect themselves. Even if it meant they had to cut a mission short.

"Very well." "Alright." They said reluctantly. Anthony nodded and turned to address Dora.

"Dora! How is she? Can she walk?" He asked her.

She didn't respond.

"Dora?" Fiona asked, concerned for her partner's wellbeing. "Is something wrong?"

Still, she would not address them.

"Oh come on, Dora." Scott exclaimed in an annoyed voice as he walked up to her. "You got cotton in your ears or something?" He grabbed her by the arm and turned her around. "Can she walk or n- SWEET FUCK!" He fell back on his butt as he gazed up at his teammate with abject horror.

Anthony and Fiona reacted in similar manners, backing away with expressions of shocked terror.

Impaling Dora's stomach like needles in a pin cushion were three, half-foot-long, bone-white quills. She was looking down at them with surprise frozen on her face, just as confused and frightened as her friends were.

Dora slowly looked up at her friends, her body shaking and tears of fear and pain pooling in her eyes.

"Hel-"

The brunette's plea was cut off when a giant clawed hand shot out of her chest with such force, it sent chunks of her all over a paralyzed Scott. Fiona screamed in horror and Anthony almost puked as they watched their friend's now lifeless body be lifted into the air and thrown to the side like a discarded doll.

Revealing the previously terrified little girl, now covered in Dora's blood, standing with her left arm stretched out to the side...

Her black, quill-covered, bloodstained arm.

Then, in an eye blink, she was right in front of Fiona, and Scott was missing his head. The redhead reached for Mary, but the little girl was quicker, grabbing Fiona's arm just as she clutched the hilt and ripping it right off. Fiona let out another scream as she fell to the ground grasping the bleeding stump that had been her arm.

Anthony whipped out his two dagger-pistols and aimed them at the girl just as she raised her right claw in the air. But before he could pull the triggers, his arms were pinned to his sides and he couldn't move. A quick look down revealed beowolf claws, and a final look up revealed a giant beowolf bringing its open maw down on his head.

He didn't even have time to scream…

* * *

><p>Silver smiled gleefully as she brought her claw down on the female Dustling's head, slashing it open to reveal its now shredded brain and sliced up skull. She looked over to see the alpha hound just as it clamped its jaws down on the other Dustling's head. Its feet and hands twitched erratically, as the hound ripped off the head with a wet tearing sound.<p>

It dropped the twitching body on the ground and approached Silver, where it then placed the Dustling's head at her feet as an offering. Silver smiled warmly at the adorable gesture and gave the giant a quick scratch behind its ears.

'_It is your kill, loyal hound.'_ She tells it. _'You need not share it with me.'_

The hound tilts its head to the side in confusion, but takes the head anyway, not wanting to disobey its mistress.

Silver looked over at the three bodies lying dead on the ground behind her. She was still amazed by how incredibly effective her plan was at dealing with the Dustling intruders.

Mimicking the cries she had heard Dustlings make during Grimm attacks, she lured them into her trap. Then, using two young hounds to act as her assaulters, she further enhanced her role as the defenseless sprite about to meet her end. When the Trackers vanquished the two Grimm, one of the females in their group approached Silver with a gentle smile while the others stood back and debated their situation.

It spoke softly in its Dust tongue, trying to comfort the acting Silver. Little did it know, Silver knew only a few Dustling words, specifically ones pertaining to distress.

Once it was within arm's length of Silver, she struck. Launching three of her arm quills into the female's stomach, Silver simply watched as its tender expression was distorted by surprise and pain. It stood there for several minutes, stock-still, before one of its pack mates turned it around and fell flat on its rear at the sight of its companion's body.

Feeling the wave of horror and shock pouring out of them, Silver decided to add a bit of flare to the Dustling's execution. Slamming her hand through its back and out its chest, she lifted her impaled victim off the ground and threw it to the side.

Then, using her supernatural speed, she placed herself right in front of the other female, while decapitating the still prone male with a flick of her wrist as she sped past it. The red-haired female tried to reach for its weapon, but Silver's speed was greater than its own. She took hold of the arm and tore it from its socket, while the hound dealt with the last Tracker.

Her plan had been a complete success. She had killed the Dustling intruders invading her home and kept the Gulch safe.

Silver blinked.

She had _killed_ them…

_Killed them_…

_Killed_…

…. …. ….

…. …. ….

…. …. ….

_SHE JUST MADE HER FIRST KILLS!_

Silver squealed loudly in joy as the full understanding of her actions came down on her. She jumped up and down rapidly, clapping her giant claws together so fast all that could be seen was a black blur. She finally managed to kill not one, but three Dustlings all on her own! And they were Trackers too, making her all the happier!

Oh her father would be so pleased with her!

After her little excitement episode, Silver looked down at the corpse of the female she had just slain, and noticed something on its chest. A badge, with the image of some strange flower stitched into it. Curious, she went over to the male she had beheaded and saw a similar badge on its shoulder pad, this one of a smiling turtle with a button on its shell. The other two also had symbols on their bodies.

Silver wondered what they were for. Identification maybe? Their way of telling who is who? They were all different from the other so that seemed to make the most sense.

Silver smiled again as another idea came to life in her mind.

Her father would be so proud!

The next day, Silver sat down on top of the tallest arch in the Gulch, looking up at the sky with an excited smile on her face as she swung her dangling feet in the air casually.

She had disposed of the Trackers' bodies properly and destroyed their weapons the previous night. And by properly, she fed their bodies to the Grimm and repeatedly smashed the weapons with a boulder until they were only unrecognizable scraps of metal.

But not before she took their symbols as trophies.

Silver had ripped the badges off their clothes and attached them to a strip of cloth she had cut from her cloak. They now hung at her waist, dangling from their place on her belt. Right now, the red strip held only the four, but Silver knew that in time they would be joined by more Tracker badges.

Maybe even a Hunter's…

_SCREEEEEECH!_

Silver swung her head in the direction of the shriek to see a great raven fly over the Gulch. It circled the canyon once before landing down in the center with a heavy _thwump_ that shook the earth.

Silver was already running towards the raven with utmost speed before it set down, though. Because when a raven lands in the center of the Gulch, it can only mean one thing…

Her daddy was back!

'_DADDY!'_ She tackles him just as he steps off the raven, almost sending him into the ashen dirt.

'_ImissedyousomuchdaddyImadesuretheGulchwassafejustlikeyouwantedandkilledaTrackerpackthatwas-'_

'_Silver. Calm down.'_ He tells her as he removes her from his waist. Silver tried to do as he asked, but was still so excited she couldn't stopped quivering. _'Now. What happened?'_

'_I did it, daddy! I made a real kill!'_ Her answer makes him tilt his head at her.

'_You killed a Dustling all on your own?'_ He asks surprised.

Silver shook her head rapidly in excitement. _'No. I didn't kill a Dustling.'_ She corrects. _'I killed _three_ Dustlings!'_

'_Three!?'_

'_Uh-huh! And they were all Trackers too! I killed three of them with my very own claws!'_ She holds up her claws to reveal the dried blood on them. _'A hound ate the last one.'_

Her father just stood there, silently staring at her with wide eyes. Then he abruptly picks her up and throws her high in the air, booming laughter leaving his maw. Silver laughed along with her father as he tossed her over and over again, happy from the amount of pride and joy he was expressing to her.

She had made her father very proud!

'_You are indeed my worthy heir, little Rose!'_ He praised as he placed her back on the ground. _'Tell me how you dispatched the Dustling filth. What tactic did you use to slay the Trackers?'_

Silver smiled proudly, and was about to tell her tale when a sore moaning made her look behind her father to find something she never expected to see in the Gulch lying on the ground.

A Dustling.

Instinct kicked in, and Silver rushed the Dustling with the intent of adding its badge to her budding collection. But her father placed his mace in-between Silver and the Dustling, blocking her from endings pathetic life.

'_No, Silver.'_ He tells her sternly, the earlier tenderness gone. _'This one is not to be harmed.'_

'_But it is a Dustling! It must die!'_ She argues, baring her fangs at the unconscious creature.

'_I require it alive, little Rose.'_ He said as he ordered a hound to take the Dustling into the caves. _'It is to be your new teacher.'_

'_TEACHER!?'_ Silver scoffs, confused and angry with her father's decision. _'What could this thing teach me that you cannot!?'_

He looks down at her with a serious face. _'It shall teach you how to use that which no other Grimm can use.'_ Silver watched as her father reached into his cloak and presented another surprise to her.

A red crystal.

'_It shall teach you how to control Dust and Aura.'_

* * *

><p>Vanessa Leto groaned sorely as she woke from her unconscious state. The Huntress placed a palm against her head in an attempt to alleviate the pounding headache she was experiencing.<p>

'_What happened?'_ She thought groggily.

She had been up in Mantle studying Grimm behavior in the wild, when she and the team of researchers she was with were ambushed by a large number of Grimm. Vanessa tried to hold them off long enough for the researchers to escape, but there were just too many of them.

An unseen blow to her head sent Vanessa crashing to the ground, her last sight being that of innocent people being slaughtered.

And now, she finds herself waking up in…

Where was she anyway?

Taking her hand off her head, Vanessa looks around and sees that she was in some sort of small cave, maybe eight yards deep and six yards in diameter. Several glowing plants hung from the ceiling of the cave like chandeliers, painting it in a soft, dim light. She looked out towards the entrance, but it was far too dark outside to make anything out. It must be night time.

Vanessa carefully stood up from her prone position on the stone floor and made her to the mouth of the cave, hoping to find some clue to where she actually was. When she was just about to exit the cave however, a deep, angry growl stayed her feet. Vanessa turned to the left and saw something that made her face pale.

A beowolf was standing just two yards away from her, glaring at her hungrily.

Vanessa yelped, and backed away into the shallow cave until she could go no further. The Grimm stalked in front of the entrance, but did not enter, it simply looked at her before raising its head high and howling.

Despite the situation she was in, Vanessa couldn't help but notice the distinctive characteristics of this beowolf. It was not the largest she had seen, but neither was it small. Its body was covered by the white bony plates that all Grimm possessed, instead of just on its head and forearms like most beowolves. It had to be centuries older than others of its kin.

But most notable was it had not attacked her…

Vanessa had been a huntress for several years, and had been studying and fighting Grimm for a large portion of her career. Observing the behavior of both young and old Grimm in the wild, taking notes on how they differed from one another depending on age and experience.

But she'd never seen nor heard of this kind of reaction in Grimm before, not even in goliaths, which were regarded as the oldest and smartest Grimm in existence.

'_Why aren't you attacking me?'_ Vanessa wondered, as the beowolf ceased howling and looked back down into the cave at her, sizing her up.

If she had her weapon, she could have turned it into mincemeat and gotten out of here no problem. But she had dropped Summer Molotov during the confusion of the Grimm attack that rendered her unconscious. Her semblance wouldn't be much help either, since all it really did was analyze her enemies and show her where to focus her attacks.

Fighting it with her bare hands was also out of the question. Vanessa was a terrible punch.

So she waited, watching the Grimm watching her. For thirty minutes they stared at each other, neither looking away. Vanessa's fear had dwindled a bit, but she was still cautious of the armored guard-dog staring her down.

Then, it sharply turned to the right and backed away quickly, head lowered in a bow. Vanessa raised her eyebrow at this, curious to what was making it act in such a… submissive manner.

She got her answer when two figures entered the cave and made their way towards her.

As they closed in on Vanessa, the luminescent plants' light revealed their forms to her.

The one her eyes were drawn to first was the seven foot tall figure clad in a heavy fur cloak and donning a white horned helmet. He, (she assumed), strode towards her with confident, imposing steps, his helmed head looked down at her.

Next to the giant was a little girl. Her tiny figure was also concealed by a cloak like the giant, but hers had and was extremely frayed and worn. More like a large rag than a cape. She kept her head drooped, preventing Vanessa from seeing her face. The girl was incredibly small when compared to the massive man next to her, not even coming up to his waist. She took much faster steps than her friend, just able to keep pace with him.

They both stopped when they were a yard away from Vanessa. The Huntress looked at them with confusion. Who were these people? Did they know where she was? Why did the armored beowolf let them pass? Why-

"_**You…"**_ A deep, menacing voice growled out from the giant, making Vanessa jump before she returned her gaze back to him. Now that he was under the full light of the plants, she could see that the helmet _was_ his head. A long, zig-zaggy crack opened on the lower half of the helmet as the man spoke, and she could now make out a scar running diagonally over his left eye.

"M-me?" She asked timidly, terrified by the sheer harshness and distain the voice held.

The man nodded slowly. Then, he reached into his cloak and retrieved a Dust fire crystal which he gave to the girl. Vanessa went wide-eyed when the girl grasped the crystal not with the small and delicate hand of a child, but with a massive, tar-black hand, the fingers tipped with long, red claws. The hooded girl accepted the crystal, taking it in her oversized palm before looking at Vanessa.

Vanessa inhaled sharply when she saw the child's face. Covering a large portion of her right side was a Grimm mask, complete with filled tooth sockets holding small fangs. A blooming red rose was painted over the right eye-hole, further enhancing the child's fearsome eyes.

Her eyes were inhuman. They looked so evil and twisted. They didn't belong on a child. Her whites had been tainted completely black, and her irises were the color of silver. Her pupils were not gentle black dots, but angry red slits. They possessed so much anger and hatred in them, like the eyes of a Grimm.

Vanessa's pupils shrunk to pinpricks as she started to process just _what_ she was in the presence of.

For years there had been rumors floating around about a humanoid Grimm who had abducted a toddler on a small island of the coast of Vale. That it could control other Grimm and keep them from attacking people. Many experts dismissed it as some hysteric hallucination inflicted on the only witness of the incident, the abducted child's sister. Vanessa had been amongst those skeptics.

_Had_…

Now, she was face to face with the Grimm of rumor itself, and quite possibly the child it had taken too! Only now there was no child, but an unholy union of human and Grimm fused into one being.

"_**Teach… Dust… Teach… Aura…"**_ It spoke the words like it was chewing rocks covered in super glue.

Vanessa steeled herself as best she could in her current predicament, and sent a glare the Grimm's way. "Wh-what makes y-you th-think I-I'll teach you h-how to use D-Dust a-and Aura?" Her still present fear inhibited her attempts to sound intimidating in her questioning of the monster before her.

Its question didn't make sense, though. Grimm could use neither Dust nor Aura. It was impossible.

It let out an amused chuckle that sent shivers down her spine. _**"Not… Me…"**_ It pushed the mutated girl forward gently, though she seemed against it. _**"Her…"**_

The girl was glaring hard at Vanessa, showing her own distaste towards the situation, though probably for different reasons. Yet she did not hesitate when she held out her oversized claw/hand with the crystal still in her grip, a soft glow emitting off its-

Wait, _glow!?_

Vanessa's eyes went wide when she saw that the crystal was actually _reacting _to the girl. She possessed a soul and Aura! Meaning this child, this… misshapen creature, still had some shred of humanity left within her, waiting to be freed.

But it also meant something far more dangerous too. If this Grimm child were to learn how to properly handle Dust and manipulate her Aura, she could become a serious threat to mankind. Her human form would allow her to sneak into villages or maybe even the kingdoms under the guise of a lost girl. From there, she could cause terrifying amounts of damage, sabotaging machinery, spreading panic, maybe even finding a way for the other Grimm to get in.

Vanessa couldn't let that happen. She _wouldn't_ let that happen.

She would not teach this… this… _monster_ how to use that which only man can use.

She would not be responsible for mankind's destruction!

Summoning all her courage, Vanessa looked into the humanoid Grimm's eyes with determination and fury. "Never." She said. "I will never teach this abomination how to wield mankind's greatest gift! You can't make me!"

The Grimm simply raised its arm out towards the Huntress, the gauntlet-like claw clenched in a fist. A fast click-clack sound emitted from its body, until the source of noise scampered onto the arm. Vanessa's sudden courage went out like a light when she saw what now rested on the Grimm's arm.

A tombstalker.

Tombstalkers were among the rarest, toughest, and deadliest species of Grimm in existence. Centipede-like monsters, the largest ever recorded was longer than eight train cars. The tombstalkers were heavily armored with foot-thick armored carapaces, and heavily armed with legs sharp enough to pierce through two-feet of steel and pincers strong enough to snip metal girders like twigs.

What's more, tombstalkers had the ability to detach into dozens of independent segments when the main body was too damaged. Each segment was the equivalent of an ursa in turns of strength and endurance, but were fast like beowolves. Even more distressing, the segments were able to reassemble back into the full monster whenever they wanted.

The tombstalker before Vanessa was very small compared to those monsters, about the size of a small boa constrictor. But that was what robbed the Huntress of her vigor.

For the smaller tombstalker were known to possess a venomous bite that brought about maddening hallucinations and intense pain within seconds of being bit.

Now there was one staring Vanessa down, swaying its head back and forth like a snake, clicking its drooling mandibles menacingly.

Suddenly, Vanessa's right arm was encased in the grip of Grimm child's mighty claw, and she was pulled closer to the larger humanoid Grimm. She tried to resist, but the girl's strength was far beyond her own, and she could only struggle in vain as the child brought her to the feet of the caped monster.

Once Vanessa was close enough, the tombstalker reared its head back before striking out at Vanessa's arm.

Where it sunk its poison filled fangs into her tender flesh.

"_**Soon… You… will…"**_ The monster said as the tombstalker retreated onto the cave wall.

Only now it wasn't a normal tombstalker anymore. It began growing thousands of spikes, the white armor turning black and gray, and grew a laughing face that stared her down like she was a bug.

Then the pain came…

And all Vanessa Leto could do was scream…

* * *

><p><strong>Several Weeks Later…<strong>

The female was lasting longer against the centipede's venom than the Overlord originally thought. It had already been nearly a month since it first began torturing the Dustling.

It would only let the centipede inject just enough venom that the Dustling would not be killed from the pain and terror induced by the venom. Every day, the female would be bitten again and again, her screams and pleas for mercy echoing through the caverns of the Gulch at each hour of the day.

She was kept under close watch by a First hound, a Grimm that was spawned when the Overlord first created the Grim. Only a few dozen of the First Grimm remain, but each one had evolved passed their basic instincts and possessed an intelligence almost akin to Silver's own. _Almost_.

The hound made sure the female could not escape and ensured she couldn't end her life. It forced food and water down her throat when she refused to eat and drink, and kept her restrained during her torture sessions, enjoying the terror and panic that poured forth from her like a waterfall.

The Overlord would occasionally check in on the Dustling, seeing if she was willing to do what it wanted yet. But the Dustling's will held fast, she refused each time, only to start screaming when the centipede bit into her now scar ridden flesh.

But the Overlord was a patient being, and knew that sooner or later, the female would break.

It preferred sooner over later though.

Silver was growing fast, her dispatching of the Tracker pack was proof of that. She was already able to enhance her speed with the use of her Aura, but could not perform the feat more than once or twice a day, and it was all she could do with her Aura.

She would need to know how to properly utilize her Aura if she were to become a truly terrifying Mistress of Grimm.

This was where the Hunter came in.

She would teach the Overlord's heir how to use not just her Aura, but Dust as well. She would show Silver how to fully awaken her potential, how to wield the power of the Dustlings. And how to use that power against them.

Silver was not very… enthusiastic about the plan however, and made it very clear when it told her its plan. She may be the heir of the Grimm, but she was still young, and like all young Grimm, she wanted only to dig her claws into Dustling flesh. The idea of being tutored by her mortal enemy made her quills rattle with rage.

Thankfully, her obedience to the Overlord was stronger than the urge to kill, and she was able to resist the desire to rip the Hunter in two.

Right now, Silver was away with a Grimm raiding pack, heading off to attack one of the many isolated Dustling nests scattered about the continent. The killing of the Trackers was rite of passage for the heir, showing the Overlord she was ready to begin orchestrating Grimm attacks on her own.

Already, she had destroyed two nests, ordering the Grimm from the shadows while she cut down any that made it out of her attacks.

The Overlord was beyond proud of its heir. She continued to prove her competence as a leader and her ruthlessness as a hunter time and time again.

And once the Hunter begins teaching her the ways of Dust and Aura, she would become an unstoppable force of destruction that not even the Dustling armies of old could hope to face.

The Overlord stepped into the cave where the Hunter was held, passing the First hound at the entrance.

She was no longer the defiant Hunter she was nearly a month ago. Her clothes were in shambles, her skin was pale and sickly, and her body and hair was covered in grime and filth. Animal bones and empty bowls were scattered around her pathetic being, a pile of fecal matter sat in the corner, its foul smell wafting through the whole cave.

The Overlord would have to have some Grimm dispose of the leavings soon. The stink was beginning to creep into the rest of the cavern.

The Hunter tried to scurry away from the Overlord once she saw it, but centipede dropped in front of her and forced her to face the Overlord with fearful eyes and a shivering body.

"P-ple-please…" She stuttered, her lips quivering uncontrollably, (a possible side effect of the amount of venom injected into her). "N-n-no mo-more…" Tears stained her dirt covered face, made gaunt from the limited diet the Overlord assigned her until she began cooperating. "I-I-I'll d-do a-an-anything…"

"_**Serve… Me…"**_ It spoke the Dustling words with trouble, its mouth was not designed to speak such a filthy tongue. _**"Teach… her…"**_

"YES!" She sobs out. "Y-yes. I-I w-will t-teach h-her. J-j-just make the p-pain s-stop…"

The Overlord looked down at the groveling Dustling before it. A being once high and mighty now brought down low into darkness.

"_**I… am… your… Master…"**_ It spoke each word with such certainty, such harshness, the Dustling Flinched with each one spoken. _**"Listen… only… to… me… and… to… her…"**_

"_**Under…stand…?"**_

"Yes, M-Master." She said fearfully but obediently, bowing down to it with her face in the stone floor. "I-I l-live t-to serve you."

A grin crept onto the Overlord's features as he stared down at its Dustling slave.

Everything was going as planned…

* * *

><p><strong>Author's Note: That was a fun ride! Again, had to do a lot of rewriting with this one, wanted to make it right. Hope you all like it. I forgot to mention this in the earlier chapter, but the Overlord's mace looks a lot like Sauron's mace only spikier and a white head instead of a black one. Also, the tombstalker body is pretty much the same as the Necron tombstalker found on forgeworld, only it isn't silver and doesn't have guass cannons and is much longer.<br>**

**You guys have any ideas you want to throw my way, feel free to post them in a review or PM me!**

**As Always: Please Fav, Follow, and Review. Thank You!**

**DeadRich18 Out!**


	4. Chapter 3: Thy Will Be Done

**I do not own RWBY. I do however own the Original Characters.**

**Sup everybody! You ready for more Grimm Heir! Of course you are.**

**Now, first I want to clarify something that was brought to my attention by one of my reviewers concerning Aura. As far as I can tell, it needs to be consciously activated, this stemming from when Pyrrha asks Jaune why he didn't "activate" his Aura. (I know he didn't have it yet) This implies Aura is not a passive ability. As such, the Trackers were so distracted by Silver executing their teammate, they forgot to activate their Aura.**

**Alright, enough of that, onto the chapter!**

* * *

><p><strong>Grimm Heir<strong>

**Chapter Three: Thy Will be Done**

**One-and-a-half Years Later…**

_KABOOM!_

"Very good, mistress! Very good!" Flinch praised Silver after she destroyed the last standing target dummy the Grimm had set up in the Gulch for her Dust training. "You're getting much better."

Silver smiled smugly at the praise, pleased with her progress in the use of Dust. Though she was reluctant to learn in the beginning months of the teachings, she eventually became dedicated to learning how to fully utilize her Aura and the destructive power of Dust.

The only real obstacle to the training was obtaining the Dust for the lessons. The few places where it could be found naturally were guarded fiercely by Dustlings and the vulnerable nests that actually held a supply of the substance were few and far between.

But it was not locating the Dust that was the problem, it was making sure no Dustlings saw the Grimm making off with it. This proved very difficult, as the Overlord had to use some of its oldest and most intelligent Grimm for these risky missions, and they could only take a few crystals and vials at a time or run the risk of being spotted.

They were able to get by with the small supply they had accumulated, focusing more on Aura training than Dust manipulation to ration their meager stock.

Silver's control over her Aura grew stronger every day. Thanks to the knowledge taught by Flinch, Silver was now able to call upon a spiritual barrier that shielded her body from harm. Her speed bursts could be summoned at will now and did not require the immense amount of focus and effort it once needed.

Flinch called Silver's speed ability a _Semblance_, a power unique to each Aura user. She spoke of how some Hunters are able to use Dust to amplify their Semblance in one manner or another. Silver had tried to perform this trick with a fire crystal, but was stopped when the slave feverishly explained that only after many years of training could a Dustling use Dust in combination with their Semblance without risk of self-inflicted harm, (and Silver did not have the same level of control over Dust as she did with Aura).

The Overlord was quite surprised by how dedicated the Dustling female had become in her station as an enslaved teacher. When the teaching began, she reeked of fear and dread, she was awkward in her lessons, stuttering and flinching like an abused animal, (earning her the name Flinch). Silver didn't help with that, always hissing and growling at the pitiful creature, taking joy in the amount of terror she exuded.

Her tormenting of the Dustling proved extremely counterproductive, and the Overlord put a stop to it after it was forced to use the threat of the centipede to make Flinch continue teaching Silver.

Flinch still smelled of fear, but the intensity of the emotion diminished as the days turned to weeks and the weeks turned to months. She still flinched and stuttered uncontrollably, mostly when frightened, or panicked, or when a centipede came too close to her.

She even became accustomed to Silver's presence, and vice versa. Silver was even beginning to develop an understanding of the Dustling language from Flinch, which she used in her raids to confuse and mislead her prey, herding them into chokepoints and kill zones.

It watched as another target was set up by a pair of hounds, a Dustling effigy taken from a field of tall grass. It was clad in hole-filled rags stuffed with stray and a wide brimmed hat in terrible condition. Similar effigies were found in other fields of tall grass all over the continent. The Overlord couldn't fathom their purpose, but they made excellent targets for its heir's training exercises.

It watched on as she channeled her Aura into the red crystal in her claws, tainting the crimson mineral with gashes of black. Then she raised her other hand towards the target and a massive jet of black flame shot forth from her palm, enveloping the target in an avalanche of hellfire.

This unusual phenomenon had first occurred when Flinch started having Silver practice with Dust. The Dust would change in color, adopting ridged spirals of black or red. The color of the element unleashed was altered as well: the red fire turned blacker than oil, the blue ice was made bloody crimson, the yellow lightning became angry midnight bolts, and the wind… actually the wind stayed pretty much the same.

The elements unleashed by Silver were also far more destructive and sinister. The flames were ravenous and all consuming, devouring everything in their path with terrifying speed. The ice became like thorny spikes, impaling anything in its way. The lightning would connect to multiple targets once it made impact with the original one. And the winds she unleashed were akin to small hurricanes, picking up and throwing anything they could with frightening strength.

The Overlord made the connection fairly quickly that these bizarre deviations were the result of the Grimm blood flowing through her veins. It was very surprised that the blood affected Dust in such a manner, but it was not an unwelcomed surprise. In fact, the Overlord felt the changes to be befitting of its heir.

Silver had also implemented Dust into her assaults, but rarely in the traditional sense of simply unleashing the wrath of the elements on the Dustlings. Thanks to her hood and Dustling body, she could sneak into nests with greater ease than the Grimm, make her way to their Dust stockpiles, and detonate them after making off with several vials and crystals.

Her tactic killed two Dustlings with one blow; it disoriented the Dustlings with the sheer amount of sound and debris it produced, and it robbed them of their most potent weapon, making them easy pickings for the Grimm.

What's even more impressive is how after each slaughter in which Silver employed the tactic, she would position the bodies to make it appear as if the Dustlings had set off the stockpile _themselves_. Coupling this with the Dustlings' ignorance of Grimm nature, Silver ensured that any Hunters or Trackers investigating the destroyed nests would immediately assume it was a mass suicide performed by the doomed Dustlings to save themselves from the pain of dying by the claws and teeth of the Grimm.

The Overlord had chosen its heir well.

She employed this maneuver all over the continent, from the deserts in the west to the north-eastern forests. In but a year's time, Silver had wiped out three dozen Dustling nests and caravans and slain seven more Trackers. Their symbols now hung from her waist as trophies, advertising her prowess as a killer.

Very few Dustlings escaped her attacks, and the ones that ran were often hunted down and butchered before reaching the safety of the large nests. Some did manage to flee to the larger nests however. It was inevitable. Silver was thorough during her raids, but even she missed a few Dustlings here and there.

Concern gripped the Overlord when it heard of the first time a Dustling had escaped Silver's grasp, and it immediately sent out a small raven to locate the stray and determine whether it was a threat or not. The first was a Tracker who narrowly avoided joining its pack mates in a serpent's digestive track.

Thankfully, the Tracker was hysterical when the raven found it. Weeping and screaming, even as other Dustlings tried to help it. The other survivors were in similar states, driven to the point of insanity from Silver's shrieks and taunts. Their minds all but shattered from the terror inflicted on them.

It recalled what one Dustling that fled one of her more recent raids kept yelling as others dragged it away.

_The Siren is coming for me! It's coming for me! DON'T LET IT GET ME!_

Silver was building a reputation among the Dustlings. An unseen Grimm who's screams ushered forth waves of Grimm and who's sweet, innocent voice lured the unsuspecting to their doom.

And that did not bode well with the Overlord.

The Dustlings' fear of a new Grimm would make concealing Silver's existence (and its own) even harder. The Overlord would need to keep her confined to the Gulch for a time until the rumors of the Siren disappeared, but that was easier said than done.

Silver was an adventurous child, and did not like staying in one place for too long with nothing to do. She'd become restless and agitated, desiring to escape the Gulch for just a few days for some fresh air and a change of scenery. It had been a tremendous chore keeping her from leaving it when she was younger and not allowed to leave the safety of the Gulch.

The Overlord had pondered for weeks on how to quell the rumors and how to prevent more from popping up until it finally came up with an answer.

One that didn't require Silver to stay cooped up in the Gulch.

'_That is enough for today, little Rose.'_ The Overlord spoke, walking over to the two. Flinch stepped back as it approached, her face lowered in submissive fear. _'Tell Flinch to leave us.'_

Silver nodded her head and turned to Flinch. "No more today." She said in her high-pitched voice. "Father say you go now." Silver raised her claw and pointed towards the west cavern entrance, instructing the slave where she should go.

"Y-yes, master. As you wish." She bowed quickly before heading to the cave, her hound escort right behind her. Flinch may be bent to the Overlord's will, and have become surprisingly accustomed to her new life as a teacher slave, but she was still a Dustling. The Overlord would take no chances with her.

'_Come, little Rose.' _It told its heir. _'We are heading out.'_

The Overlord called forth one of the great ravens roosting on the Gulch cliffs, commanding it to land in the center of the canyon. The mighty bird landed with a thud, its strong wings sending dirt and dust flying outwards. It lowered its body to the ground as its master approached, prepared to be boarded by the Overlord and Silver.

'_Where are we going, father?'_ Silver asked inquisitively as she climbed atop the raven, griping its thick feathers with her claws. _'Are we going on a raid?'_

'_No, little Rose.'_ It told her as the raven flapped its wings and shot into the sky._ 'We are heading to the far north, past the white mountain.'_

'_We are leaving the continent.'_

* * *

><p><strong>One Week Later…<strong>

Unlike the south eastern forests of the main continent, where winter's bite was almost unnoticeable, the northern continent was completely clutched in the freezing grip of the cold season. Gray clouds clotted the sky and sun, while several feet of heavy snow covered the earth.

It was cold too. Even with her higher tolerance to dramatic climates, Silver was freezing. As such, she was very grateful for the winter cloak her father had weaved for her. She wore it over her red hood, unwilling to part with the old piece of cloth. Its thick, insulated fur kept her small body cozy-warm despite the frigid temperature, and its white color helped her blend in with equally white landscape.

Silver had seen snow before, of course, the lands to the north of the Gulch would sometimes receive snowfalls during the winter, but besides the white mountain, it was never guaranteed to fall and mostly just amounted to a few inches when it did. The Gulch itself was too far south to ever have snow. The only real sign of winter in the canyon was a drop in temperature.

The northern continent was different though. Snow was everywhere. On the ground, the rocks, the bushes, even the tree branches supported high columns of the frozen liquid with dozens of icicles hanging from underneath.

In fact, the snow was so high, when Silver jumped off the raven, her whole body from the belly down was consumed by the white, frozen sea. Her father had to pull her out of the snow after she made several failed attempts to free herself from its cold embrace. Gripping her by the hood, he gently placed her down on the unbroken snow.

Silver could only sit there in awe of the world around her. She had never once left the main continent before. She had traveled nearly every corner of it, (save the two large Dustling nests), as well as a few of the islands off its coast, but never had she actually _left_ it.

It was exciting.

But before Silver could begin enjoying this new environment through exploration and play, her father addressed her.

'_Silver,'_ He began. _'For many years I have raised you to be my heir. Teaching you many things you will need to know when I am gone and you take my place._

'_You have shown me time and time again that you are worthy of being the Mistress of Grimm. Slaughtering Dustlings with effective and brutal tactics, using every resource available to you, and showing no quarter to the enemy.'_

He pauses for a time, simply looking at Silver with calm eyes before continuing. _'But you still have much to learn and accomplish, little Rose. And I will not always be here to help you. Therefore, I have come to a decision. You shall stay in the north for one year…'_

'_By yourself.'_

Silver could only gawk at her father with wide eyes, not really sure she heard him right. _'W-what?!'_ She barely whispered.

'_You must learn to fend for yourself, little Rose.'_ He said stoically. _'You have relied on me for many things, but I will not be here forever. This will determine if you can survive without my guidance and protection. You shall be put in command of all Grimm on this continent, and are to use them as you see fit.'_

'_B-b-but daddy!' _she stammered, running up to him, panicked and confused. _'W-why are you doing this!? Have I upset you? Please, I'm sorry if I did!'_ She looked up at him with pleading eyes.

Her father placed his mighty hand upon her head and rubbed it gently. _'You have not upset me, little Rose. But there will come a time when I will fall and you will rise. I need to be sure you are capable, truly capable, of leading the Grimm when that time comes.'_

He knelt down and placed his forehead against her own. _'Do not worry, little Rose.'_ He spoke gently. _'I shall return for you in exactly one year's time, and bring you back to the Gulch.'_

Silver couldn't help but start whimpering. She hated being away from her daddy! It was scary! But she also didn't want to disappoint him. His tone said he had so much faith in Silver that he knew she would survive the long year of isolation to come, even if she didn't.

It wasn't just the loneliness that frightened Silver. The northern continent was the location of the most aggressive Dustling nests in the world. They possessed mighty armies of warriors and iron-golems to defend their borders. Flocks of metal birds, big and small, patrolled its skies. And their builders were constructing new weapons every day.

Silver could not understand why her father would have her perform this trial _here_ of all places. He himself had told her that they were far less lax than the Dustlings of the other continents, and far more vigilant. Even Silver's usual terror tactics and concealment measures could be discovered by them if she wasn't careful.

Why have the trial here!?

He sensed her distress and confusion, and pulled her into an embrace. _'I do not want you to wage war against a foe that you are not ready to face while you are here, little Rose.'_ He said. _'I want you to _survive_.'_

'_Do you understand?'_ He pulled her away to look her in the eyes. _'I know you are viscous, I know you are strong, I know you are cunning. Now I want to know that you can live without me. The north is very dangerous, but if you can survive here you can survive anywhere.'_

'_And I have faith in you, my daughter.'_

Silver felt her lips quivering as he said these words. She was touched to hear her daddy praise her with such kind words. He _expected_ her to survive this, expected her to face the challenges in her way and expected her to emerge from the north stronger than ever.

And despite her strong reluctance to being alone for one year, Silver wanted to meet these expectations. She wanted to show her daddy she would do all he wanted and more. That he had not misplaced his trust in her. That she could survive on her own.

That his daughter was truly worthy of him.

'_Okay…'_ Silver finally said, moving into another hug which her father gladly accepted. _'I'll do it.'_

'_Do not despair, little Rose.'_ He told her, rocking her back and forth in the embrace. _'The year will pass faster than you think, and when it does, I will be here, waiting for you.'_

Silver sniffled as she struggled to keep herself from outright sobbing. _'C-can you not leave yet, though?'_ Silver whispers timidly, nuzzling into him. _'Can you at least stay till tomorrow morning?'_

A soft click-like purr escapes his maw. _'Of course, little Rose.'_

And so Silver and her father spent what was left of the day together. They explored the snowy land around them. The area of their landing was in close proximity to a great mountain range where Silver passed time pointing out the many bizarre shapes the ice and snow took on the rocks.

Afterwards, they simply played in the snow. At first, they simply drew images in the snow, then they became engaged in a brutal snowball war. Silver had provoked the conflict by launching one of the frosty projectiles at her father and hitting him right in the back of the head. Her father retaliated with a snowball of his own, which knocked Silver off her feet.

Now Silver was using her superior speed and agility to strike at her father from all angles, dodging his snowballs left and right while returning fire with a rapid string of her own. The Overlord's larger body and incredible strength made him a difficult foe to topple. He took his daughter's throws without flinching, aiming his shots carefully before unleashing a devastatingly powerful snowball throw her way.

After much fighting, both sides finally called for a ceasefire.

Not long after, some of the local Grimm appeared, (a small pack of hounds and a bear), drawn to the presence of their creator. Having never seen Silver before, these Grimm were confused by the child before them, having the body of a Dustling but the scent of a Grimm. Eventually, they realized she was the heir of their creator and bowed respectfully.

Silver had a joyous time playing with the Grimm, play-fighting with a few of the younger hounds and riding around on the bear's back, cheerfully laughing as her father watched from the side.

Before Silver knew it, the day was over and night had begun. The clouds hid both the sun and moon from sight, so she was not aware of the time change until it happened.

And if it was cold during the day it was freezing at night. Silver and her father curled up against the great raven's warm body, its large wing draped over them protectively, shielding them from the frigid air. The other Grimm took position around the bird, keeping an eye out for danger.

Silver was very tired, but she didn't want to sleep. If she fell asleep she couldn't spend more time with her father. She struggled to keep her eyes open, but they were so heavy, and it felt so nice when they closed… Maybe for just a few minutes…

'_No!' _She thought to herself, eyes shooting open. _'I must stay awake! I must… must… stay…'_

_Zzzzzz…._

And so the heir succumbed to her body's desire and fell into a peaceful sleep.

The following morning, Silver woke up with a carefree yawn that turned sour when she remembered what would happen today.

Her daddy was leaving.

Silver knew it was happening, even came to terms with it a bit, but she still didn't want him to go. He chased the dream terrors away, kept her safe all these years, fed her, nurtured her, and so much more.

To be away from him for a whole year was a very frightening concept.

But his reasoning was sound. Silver was to become the next ruler of the Grimm, an unstoppable, unknowable being that no Dustling, (save Flinch), has seen and lived to speak of. She could not become this being if she was overly reliant on her father, it'd become a crutch that would hamper her throughout her reign.

This was a necessary ordeal Silver had to go through.

'_You promise you'll be back in _exactly _one year?'_ Silver asked her father as he prepared to leave. _'Right here?'_

'_Yes, little Rose.'_ He answers comfortingly, _'I will return to this exact same clearing on this exact same day one year from now.'_

'_Okay…'_ She responded, still feeling depressed and scared.

'_I have faith in you, little Rose.'_ He told her. _'Don't ever forget that.'_

With those words, he turned to mount the raven, but just as he was about to climb onto its back, Silver rushed up to him and hugged him tightly.

'_Goodbye, daddy.'_ She said with a sniffle. _'I love you.'_

Not wanting to endure the pain of watching her father fly off, Silver bolted into the surrounding woods as soon as she finished her farewell. The Grimm followed after her, growling and huffing as they ran behind her.

Hot tears trailed down her face as she ran, too warm for the cold air to freeze them. She wiped them away with the back of her right claw.

'_Have to stay focused.'_ Silver reminded herself, pushing the sorrow out of her mind and replacing it with determination. _'Can't disappoint daddy.'_

* * *

><p><strong>Five Days Later…<strong>

The flight was a quiet one. The Overlord had become used to the silence over its long life, but when it took in Silver the silence was broken. She would constantly be looking over the side of the raven, pointing out interesting landmarks or Dustling nests, her happy voice constantly chirping in its mind.

And without her voice, the Overlord found the silence unbearably deafening.

It thought it was ready to be separated from Silver for such a long time. It had been alone for millennia before Silver's transformation; the sole ruler of the Grimm hordes. It _was_ ready to leave her in the north… but then she said goodbye.

'_I love you_…_'_

Those three little words had paralyzed the Overlord. And before it could even respond, Silver dashed off with the local Grimm, not even waiting for it to leave before she began her temporary exile.

When those words were spoken the Overlord couldn't fathom why they impacted it with such intensity. It almost wanted to bring Silver back with it, completely disregard its own words and reasoning for the trial and bring her back to the Gulch, and keep her there until the rumors of the Siren died down.

But it knew this was the best course of action.

With Silver in the northern continent, the fledgling myths of the Siren will die without her signature attacks plaguing their nests. And if not that, her presence in the north will make the Dustlings think it is not some special Grimm restricted to their continent, but a new and rare species found across the world.

Though the Overlord had not told Silver the true reason for her exile, it had meant the words it told her. The north was an almost inhospitable place, winter ruled much of the land for almost the entire year. Rockslides and avalanches were common, if not daily, hazards to be cautious of. And there was little food to be found in its harsh wilderness.

The Dustlings there were just as hard as the land was. It had shaped them into tough, adaptable warriors. Even before the Dustlings discovered the crystals the northern nest was a nigh impenetrable fortress. Tens of thousands of Grimm were killed in the siege before the Overlord pulled them back.

And if… _when_ Silver returns after her one year there, she will definitely be stronger than she ever was before.

The Overlord found itself feeling troubled, though. It held great trust in Silver and her skills, but something just felt wrong about leaving her alone like that.

A memory surfaced in its mind as it contemplated this feeling. A very old memory, from when the Overlord was the only Grimm and it had just begun its campaign of genocide against Dustling filth. It was of a male Dustling, a father, armed with a pitchfork, cornered with two small sprites trembling behind it.

Its nest was burning in the night, all other Dustlings were dead, their battered bodies decorated the ground and their blood stained the Overlord and its mace crimson. Yet, this Dustling would not yield, would not beg for mercy, or scream for help as the others of its nest did. It stood defiant, yelling at the Overlord and jabbing its improvised weapon in the air to try an intimidate it.

That ended with its chest being caved in and the two sprites' bodies smashed into pieces.

The Overlord soon discovered this behavior was present in other Dustlings and even animals. They would place themselves between a threat and their offspring in hopes of protecting them from harm. Putting their own lives on the line, if necessary.

Parental instinct. That's what it was.

Was this what the Overlord was feeling now that Silver had been left to fend for herself? Was this feeling the result of some unconscious urge to protect its heir from danger and ensure her survival?

Was it growing soft?

No… no it wasn't. If it was, it wouldn't left Silver in the north to fend for herself. It wouldn't have allowed her to go off on her own multiple times to attack Dustling nests and caravans. It wouldn't have let her hunt down Trackers.

It probably wouldn't have let her even leave the Gulch.

No, the Overlord was not growing soft. It was simply concerned for its daughter's welfare was all.

Turning its thoughts away from its long away daughter, the Overlord began thinking over how it would quell the rumors of her existence among the Dustling masses. Time would ensure they're lost, but the Overlord did have the luxury of waiting.

The smattering of survivors that escaped Silver's attacks were all located in the northern nest of the main continent. They were where the rumors first sprang from, lamenting about earsplitting shrieks and demonic cackling. Killing them and any they told their experiences to would certainly aid in smothering the whispers of the Grimm Siren.

But it'd be impossible to slip a Grimm of any size into the nest and reach them before it was discovered and killed.

The only one who could possibly infiltrate the nest was Silver, and she wa-

… wait…

There was another who could perform this task for it. Someone who the Dustlings would never suspect.

The Overlord grinned. Yes… it just might work…

**Several Weeks Later…**

* * *

><p>"<em>VINCE! VINCE! PLEASE HELP ME! AHHHHHHHHH!"<em>

Cold sweat covering his body, Vince Lennec sprung up in his bed with a gasp, panting hard. The young fox faunus placed a shaky hand over his face, muffling his air gulping as his eyes threatened to shoot out of their sockets and his ears laid flat against his scalp.

Eight months…

Eight months and still they haunted him. Blaming him. Hating him.

He was the reason they were all dead!

He tried to hold back the sobbing, but relented after but a mere second, unable to hold in all the guilt he bore.

It was supposed to be an easy job. They investigate the increase of Grimm activity in the south eastern sector outside Vale and report back. Piece of cake for third year team.

But it wasn't a piece of cake.

It started when they engaged a pack of beowolves on the outskirts of the Mountain Glenn ruins. The pack itself wasn't anything special, thirty or so beowolves, nothing his team couldn't handle.

Then the last beowolf turned tail and ran, something Grimm never do. TEEL didn't ponder on this behavior though, they just charged after the fleeing Grimm, intent on adding it to their kill count.

Then five minutes into their chase, just as they entered a large mud filled clearing, it happened…

A deafening scream brought team TEEL to their knees, clutching their ears in agony. (Vince was hit the worst by the shriek due to his fox ears, and can no longer hear properly in one his ears.)

Ellie and Edmund were the first to go. The twins were standing in the middle of the muddy spot when the paralyzing scream sounded. Out of the muck sprung the double heads of a king taijitu, breaching the mud like whales. They snapped up the two siblings with little issue, downing them both in one gulp (per head).

Tina was next. She had shook herself out of her stupor just in time to watch Ellie and Edmund get devoured. Enraged by the sight of her teammates being eaten, Tina charged the snake with a mighty war cry.

She didn't get far though. Out of nowhere, four bony spikes penetrated her left side, imbedding themselves in her hip, shoulder and torso. Tina crashed into the mud with a wet thud and a surprised scream. Vince by now was finally recovered from the sonic assault on his eardrums and was completely terrified by the scene before him.

His leader and friend on the ground bleeding out. A massive Grimm turning its attention to the two surviving members of TEEL. Packs of beowolves menacingly emerging from the forest and into the clearing.

Vince couldn't take it. He ran.

He ran as fast as he could, trying his best to ignore Tina's screams of pain as the Grimm fell upon her.

Several Grimm ignored his weakened teammate and ran right after him, hot on his heels. He could hear their snarls and grunts as if they were at his very side. Vince fired his pistol blindly at the Grimm, not even bothering to aim.

Vince heard a few stumble, but he didn't look to see if he actually killed any of them.

He just kept running.

Then the laughter began.

It sounded like a little girl, cackling manically at his misfortune, mocking him. He couldn't zone in on it, his ears were still ringing from the scream and the laughter seemed to come from all around.

Vince wasn't quite sure how he escaped death. He blacked out during the chase, and found himself waking up in a hospital bed in Vale. The doctor told Vince he had been found screaming and crying just outside the city.

Vince tried to tell them what happened, tell them how the Grimm led him and his team into a trap, but his words fell on deaf ears. He was diagnosed with PTSD and his warnings were dismissed as trauma influenced hallucinations brought about by the loss of his team.

He was kept in the hospital for months until he was deemed safe enough to be let out into the world. By then, Vince was a completely different person. Where there once was a curious, funny young man who could be anyone's friend was now a timid, fearful shell, jumping at every shadow he saw. He would spontaneously breakdown crying, survivor's guilt wracking his soul.

He left Beacon Academy soon after being released from the hospital. He didn't care if people thought he was a coward for it, he was _never_ going outside the kingdom again.

He wasn't going to risk meeting the Siren again. Not for a trillion lien.

He stayed with his parents, having nowhere else to go. They didn't mind none though, they were just happy to have their boy back, even if they didn't believe the truth about his team's demise.

Shortly after he was let out of the hospital, Vince heard about others who had survived the Siren's wrath. He tried to contact some of them, but most were too far-gone. Little more than gibbering wrecks even more worse off than Vince.

There was one though who still had a good grip on his sanity. He actually visited Vince multiple times during his stay in the hospital.

A young boy named Rojo Toro.

He was that kid who survived the Forever Falls' train wreck a few years back. Said he heard the Siren's scream just before the Grimm descended on the train cars. Said he believed the faunus about the Siren controlling the Grimm.

If only the adults were more open-minded.

After some twenty minutes of sobbing and remembering the past, Vince stopped and forced himself out of bed. The clock said it was about 11:30 A.M. so his parents were both off at work. He took a cold shower to wash off the sweat before changing into some fresh clothes.

He went downstairs and made himself some eggs, bacon and toast, poured himself a bowl of Pumpkin Pete's cereal, and sat down for a late breakfast.

_KNOCK, KNOCK, KNOCK!_

The sudden sound of someone knocking on his door jolted Vince from his seat, spilling the cereal onto the table.

"_Hello?"_ A woman's voice called out. _"Hello, is anyone home? I need to speak with Vince Lennec."_

Vince wasn't expecting anyone so he was on edge. His parents weren't home either so it couldn't be one of their friends.

Carefully, he walked over to the front door and slowly opened it.

When he opened the door he was shocked to see a strawberry blonde woman, somewhere in her mid-thirties, standing outside his house with a calm smile on her face. She wore mainly black clothes laced with red and white, and had a large brown satchel draped over her right side. But what caught Vince's attention was the strange necklace around her neck.

It looked like a spiked collar…

"Hello." The woman said, startling Vince out of his observation. "I'm Vanessa Leto. May I come in please?"

* * *

><p><strong>Author's Note: DONE! Man that was a dozzy of a chapter! Now I know what some of you are thinking, why didn't the Overlord just tell Silver what was wrong? It's because, one: she can't rely on others pointing out all her mistakes for her, she needs to find them on her own. And two: can you seriously say you're doing a bad job to such an adorable face?<strong>

**Also, some of you are probably wondering how Silver got the badges off the two Trackers that were swallowed whole. It's simple, snakes can barf, enough said.**

**Anyway, hope you liked the chapter!**

**Please Fav, Follow, and Review. Thank You!**

**DeadRich18 Out!**


	5. Chapter 4: Hungry Like the Wolf

**I do not own RWBY. I do however own the Original Characters.**

**Chapter Four is up ya'll! I really like this one and hope you all do too, hope you enjoy! Special appearance in this one, again, hope you like it!**

* * *

><p><strong>Grimm Heir<strong>

**Chapter Four: Hungry like The Wolf**

**Three Days Later…**

"Here's your coffee, miss." The young waitress said as she laid the mug and saucer down on the little café table.

"Thank you." Flinch said as she poured the cream and sugar into the coffee before stirring it.

When the black liquid changed to a suitable brown color she brought it up to her lips, and took a small sip. The coffee was still scalding hot, but Flinch couldn't care less. To taste something other than wild berries and raw meat was absolutely divine.

Flinch knew she would not stay in Vale for long, so she was determined to enjoy as much of it as she possibly could. She had bought several pairs of shoes that went fabulously with her new dress, along with a few pairs of black stockings. Some more… private garments were also purchased, but that was neither here nor now.

A small, but cozy apartment served as her temporary dwelling. Flinch had forgotten the bliss and comfort of sleeping on a real bed instead of uncured animal furs on top of rocks. And after eating like an animal for almost two years, eating cooked food brought tears of joy to the slave's eyes.

But her master had not given her this leave for her enjoyment. He had tasked Flinch with an extremely important mission. A mission that only she could accomplish…

* * *

><p><strong>Several Weeks ago…<strong>

_The caves were quiet with master gone. The Grimm that dwelled within the spacious catacombs had departed to the surface soon after their master had left with mistress on the giant nevermore. Those that remained were only a few of the armored Grimm and that damned tombstalker._

_Flinch hated that thing. She was always worried it would bite her when master or mistress wasn't around. They were the only ones capable of controlling the Grimm after all, and without them here it was only a matter of time before that little monster decided it wanted to do more than just bite Flinch._

_The only safety Flinch had from the centipede Grimm was her beowolf escort. It never left her side, ensuring she did as she was told and that the lesser Grimm knew to keep their distance. It was her warden as much as it was her protector, and she was perfectly fine with that._

_So long as it kept the tombstalker away._

_Flinch was occupying herself with counting and recounting their supply of Dust. It was the only thing she could do when her master and mistress were away, as she was forbidden from leaving the caves when neither was in the canyon. It was an unbelievably dull chore, but it was better than simply pacing back and forth until they returned._

_Flinch had just finished counting the wind crystals for the 4,134__th__ time when the distinct sound of heavy footsteps made her and the beowolf turn to see their master marching towards them._

_Flinch bowed her head fearfully as he strode up to them. "Master," She began, "Was your journey ple-"_

_Flinch's greeting was abruptly silenced when her master clutched her entire face in his mighty fist._

"_Huh?"_

_It was all she could utter before her mind was assaulted by a wave of unfamiliar faces. The images of thirteen people, both human and faunus, flooded into her psyche with such brutal force, Flinch's head felt like it would split open._

_Then, with as much suddenness as he had performed the strange and painful act, her master removed his hand and let the slave crumble to the ground. Flinch groaned as she clutched her throbbing head, trying to relieve the pain._

_What just happened? Why did those faces appear in her mind? Did her master do it? How did he? The questions only served to intensify Flinch's pounding headache._

"_**Find… them…"**__ Her master's growling voice commanded, seizing Flinch's attention. __**"Kill… them…"**_

_Flinch didn't understand. _Kill them_? Who? The ones who wore those faces? Why must they die, and why by her hand?_

"_M-Master… I-I don't understand." Stuttered Flinch, afraid stating her confusion might anger her inhuman lord. "W-why must _I _kill them?"_

_He growled briefly, making Flinch flinch. __**"Out… of… my… reach…"**__ He hissed, irritated. __**"But… not… yours…"**_

_Did… Did he mean that they were in the kingdoms? Did he want her to go to the kingdoms and kill them?! Flinch couldn't do that! The kingdoms were massive and searching for them would be like trying to find a couple of needles in four massive haystacks. It could take her months maybe years to find them all! And even if she did find them, how could she kill them without being noticed or found out?_

_Besides, how could mistress continue her lessons without-_

_Wait… where was mistress?_

_Flinch looked both left and right, but could see her young mistress. Was she still on the surface?_

"_M-master." Flinch began. "Where is mistress?"_

_He looked down at her, his burning eyes boring into her soul._

"_**The… northern… lands… across… the… sea…"**_

_Flinch was speechless. Why was mistress all the way up in Mantle? Was she being punished for something? Was it some test thought up by her master? What was the reasoning for it?_

_Before Flinch could ponder further on this turn of events, she felt herself being hoisted up onto her feet by the armored beowolf. It looked towards master for but a second before bolting off, leaving Flinch alone with her captor._

_Flinch's anxiety was growing with each passing second now. Why did master dismiss the beowolf? Was its presence no longer needed? Flinch's pupils shrunk. Was he going to have the tombstalker bite her again? Oh, please not be the tombstalker! Anything but tha-_

_RIIP!_

"_EEHH!?" Flinch shrieked when she felt the filthy rags covering her body ripped off with a single swipe from her master's gauntlet, leaving the slave wearing only the spiked collar around her neck._

_Flinch's face flushed with embarrassment as she tried to cover her chest and privates with her hands. But her master forced them off her body, exposing her pale naked form. She tried to resist, but the annoyed growling of her master motivated Flinch to cease her struggle._

_He made her hold her arms out to the sides and spread her legs open. Flinch was beyond terrified now. Her master had never shown _this_ kind of interest in her before. She clenched her eyes shut as tears of fear, shame, and embarrassment trailed down her cheeks, and waited for the inevitable violation._

_Flinch tensed when she felt a single, clawed finger rest itself on her waist. The cold digit traced around her midriff slowly, giving the slave goose-bumps._

_Then… he removed his finger from her waist and placed it on her left arm. Confused, Flinch cracked one eye open to see her master was now skimming the digit over her outstretched arm in the same slow manner as he had done with her waist._

_It took Flinch a few seconds to realize what her master was doing._

_He was taking her measurements._

_Perplexed but relieved, Flinch relaxed herself slightly knowing her master had not been intending to do… _that_ to her. She stood there for several more minutes as her master traced his finger over her body, measuring every inch of it._

_When he finished, Flinch quickly covered herself with her arms again, but her master was no longer paying attention to her._

_He was staring at his gauntlet, palm facing upwards and fingers poised as if they were clutching something. At first, it looked as If nothing was happening, but in moments, Flinch saw something frothing up from her master's hand. What happened next, made Flinch's jaw drop. He grabbed the bubbling substance with his other hand and _pulled it out_ of his palm, stretching it like a long wad of gum._

_Next, he closed his fist around the base of the material, severing it from his hand. It swung for a while before hanging limply in his off hand, dangling like a freshly caught fish._

_Gray smoke poured off its stretched out body, and a dark red liquid dripped from it as if it were a soaked towel._

_Her master grabbed both ends of the… the thing and wrung it out before stretching it even more. He used his mighty strength to widen and lengthen it until it looked like a giant black blanket with barely visible red accents._

_He poked a hole in the blanket with his finger, which he widened further until it was large enough to pass a melon through the aperture without hindrance._

_Flinch watched as her master worked on the blanket, stretching and cutting it with his bare hands. He pinched the edges delicately with the very tips of his gauntlet, and yanked out two lengths to the left and right of the hole, which he also cut open at the ends of._

_Her master surprised Flinch again when he suddenly draped the strange article over her. Her head slipped right through the hole in the middle and her arms fit right through the two lengths at the sides, leaving the rest of her body concealed by the dark article. And despite looking like it was some kind of slimy putty, it felt like soft fabric. Silk to be precise._

_Flinch watched on as her master continued to work on the silk-feeling tarp covering her body. He adjusted it where it was too big or too small, laced elaborated patterns into it, trimmed off parts he did not like, and so on. As he worked, the very look of the tarp changed. With each pull and pinch he made it became more and more cloth-like in appearance._

_Flinch was speechless when she finally understood her master's actions…_

_He was making her a dress._

_Flinch had been wearing nothing but the clothes she was captured in ever since she had been taken. They were rotten and torn, more akin to tattered old rags than articles of clothing. Her socks and shoes suffered worse, having corroded away from age and use, leaving the slave bare footed for much of her stay here._

_Her master truly was serious about her traveling to the kingdoms it seemed. Flinch was amazed by his perceptiveness. Somehow he knew that a woman clad in filthy rags would be more suspicious and garner more attention than a woman dressed in expressive garments. Individual expression was one of the pinnacles of mankind's artistic culture after all._

_When her master was finally done, he stepped back and stroked his chin thoughtfully as he scrutinized his work. Flinch felt like she was royalty in the dress. It fit her body perfectly. It wasn't restrictive at all, but neither did it feel loose. It was incredibly soft too, if she didn't know any better, she'd have thought she was covered in kittens. Unable to help herself, Flinch did a little twirl. She smiled as the long skirt rose and spun with her body, becoming a white-trimmed black saucer._

_A strange, growling-hum made Flinch look to see her master narrow his eyes at her, displeased with something. He stepped forward and raised his right hand to her chest, where he traced his index finger across the surface of the dress. Flinch felt the burning heat of her blushing face as her master continued to etch some strange symbol upon the fabric just above her right breast._

_After a minute or so, he once again retracted his hand and inspected the dress. This time, with an approving clicking noise emitting from his mouth._

_Flinch looked down to see that he had drawn onto her dress what looked like a horned skull. The skull was dyed blood red and dagger-like teeth filled its open maw. It was so masterfully detailed and life-like, it looked ready to jump off the fabric and rip the throat out of anyone foolish enough to approach it._

_It was during her inspection of the skull that the beowolf returned, holding something in its claws. Flinch was surprised to see that it was a brown leather satchel in its grasp. It presented it to master with a bowed head, who took it from the offered claw and opened it._

_Flinch studied the pack in her master's hands. It looked familiar to her, but she couldn't place why. Her attention was torn from the satchel to her master when she saw him dropping something into the bag. He did this again, and Flinch saw that he was dropping tiny deathstalkers in the bag!_

_What's more, they were materializing right out of his hand, like the material he used for the dress, except the deathstalkers came forth from black vapor instead of tarry bubbles. Each one was made within the span of about thirty seconds, the vapor twisting and shifting into the bodies of the malevolent scorpions._

_Tombstalkers and deathstalkers were extremely similar creatures. They were both rare and powerful Grimm, protected by hard exoskeletons, and armed with pincers strong enough to snap a car in half. They were also extremely venomous when small._

_Unlike tombstalkers, who lose their poisonous bite when they are large enough to coil around an armored truck, deathstalkers kept their venomous sting long after they reach full size, (albeit not as potent, but still lethal). But just like normal scorpions, deathstalker venom is more potent the smaller its owner is._

_The deathstalkers her master was dropping into the satchel were about the size of baseballs. Meaning they could kill a man in seconds with just one prick of their golden stingers._

_Her master placed about twenty deathstalkers in the bag before he seemed satisfied and closed the main compartment's flap. He then walked over to the small crate where they kept the looted fire Dust and took from it three crystals. These were placed in one of the secondary pouches on the satchel._

_With that done, Flinch's master held out the bag for her to take. She was tentative to do so, as the bag was filled with deadly deathstalkers ready to sting anything they wanted. However, her fear of her master's wrath outweighed her fear of the Grimm in the satchel and she took it._

_Once in her hands, Flinch noticed something embroidered on the satchel. A picture of a flower incased in flame, and below it were letters, words actually, four of them. It had been a long time since Flinch had read anything, but she still retained her ability to decipher words._

_They read…_

_**Property of Vanessa Leto**_

_Vanessa Leto… Vanessa Leto… Vanessa… Leto…_

_It was a name obviously, and for one reason or another, it felt eerily familiar to Flinch. Perhaps she knew someone named Vanessa Leto before her capture. It really didn't matter, though. The person was probably dead now anyway._

"_**Use… against… them…"**__ Her master commanded, spooking Flinch from her thoughts. __**"Will... not... hurt… you…"**__ He pointed at the skull on her chest. __**"My… Mark… pro…tects… you.."**_

"_**Re…turn… when… done… or… face… con…se…quences…"**_

_Flinch bowed her head instinctively at his orders before she spoke the words she had uttered more out of any during her servitude._

"_Yes, my master. I live to serve."_

* * *

><p><strong>Present…<strong>

Flinch found herself smiling as she recalled how easy it turned out tracking down the ones her master desired dead were, contrast to her original assumptions.

Shortly after being dropped off by her master just a day's walk from Vale, Flinch was found by a team of first year Beacon students and a Huntsman that were in the area. She told them that she was the survivor of a Grimm attack that wiped out her entire village. They believed her, and offered to escort her back to the safety of the city.

Interestingly enough, it was during this returning journey that one of the students asked Flinch if the Siren had attacked her village. Flinch asked what the Siren was, and the student unwittingly explained the reason behind Flinch's mission to her.

Over the course of a year, people would be found on the outskirts of Vale raving about a Grimm whose screams heralded the destruction of entire towns. The few who survived were usually half-crazed when found by patrols, and most didn't recover from the trauma.

The Huntsman chided the student about spreading rumors about fictional Grimm. As far as he was concerned, the survivors were just hallucinating.

Oh, how wrong he was…

Flinch was very aware of her pupil's partialness to terrorizing others, (having been subject to this affinity herself for a short while), and quickly came to understand the true goal of her mission.

Disposing of witnesses.

That night, after they had stopped to make camp, Flinch let lose the tiny deathstalkers in her bag. They stared up at Flinch with angry clicks, but just as her master stated, when they spotted the skull on her dress they immediately ceased acting threateningly towards her and turned their sights on the sleeping forms of her "rescuers".

They did not rise when morning came.

The deathstalkers scurried back into the bag soon after dispatching Flinch's would-be escorts. She looted their bodies for Lien and Dust, storing them in the empty pouches of satchel. Flinch also found a plain but effective looking dagger on the belt of the student who had asked her about the siren. Flinch decided the dead girl had no use for it now and took it for herself, strapping its sheath and the belt holding it to her own waist.

Sadly, none wore shoes her size, so she was forced to continue onwards barefooted.

But she did take something that proved immensely helpful. One of their scrolls. Flinch took it and typed in "Siren attack survivors".

In under a minute, Flinch had a list of names and locations.

Of course, this also meant enough time had passed for the rumor of her mistress's existence to reach the web, making it basically impossible to erase completely.

Thankfully, there was close to nothing about the "Siren" herself, as many of the survivors were too traumatized to recall anything except for shrill screaming and mocking laughter. There was only speculation and theory to what the Siren truly was, and Flinch would need to work fast to make sure it stayed that way.

And work fast she did. Within ten days, Flinch had already killed three of the survivors. Now, she had around half of them dead, the latest being that faunus boy.

She was unable to plant a deathstalker within his home as she had done with the others, however, and was forced to result to more… direct methods.

The struggle was fierce, a table was overturned, dozens of dishes were shattered, and an antique clock was smashed, but Flinch eventually overpowered the younger boy and stabbed him in the chest with her previously looted knife.

The fight resulted in her dress being thoroughly stained with blood, which panicked the murderer. She franticly searched the house for some soap to wash the blood from her gown, but when she finally did, she was amazed to see the blood slowly recede into the fabric and vanish.

Undoubtedly, a quality bestowed upon the garment by her master.

With the faunus dead on the floor, and her dress free of evidence, Flinch searched the house for anything she could use. She found a couple hundred Lien, some Dust crystals, and a few miscellaneous items. She placed them all in the satchel, careful not to squash the deathstalkers residing in it.

Loot in bag and target dead, Flinch left the house behind her.

Along with an active fire crystal.

She was about two blocks away when she heard the explosion. People were running around in panic, screaming about terrorists and bombs. None paid attention to the pale, blonde woman dressed in black walking away.

And now, she was sitting down at a café, drinking a delicious cup of coffee paid for with the very money she had taken from the boy's home, now nothing but a pile of ash.

Flinch often burned down the houses of the witnesses who were out of the hospitals or asylums. It destroyed any evidence that might expose her mission to the authorities, and the flashy explosion made everyone assume it was the White Fang's doing, since most of the targets were humans.

It was after Flinch ignited the home of her third victim, that she started to wonder. Should she feel some form of regret or guilt for her actions? They were people like her, yet she felt no remorse for the lives she took in the name of her master and mistress, nor shame for taking things from their homes or persons when they died.

But Flinch soon realized they weren't like her, not at all.

They were free. Free and completely ungrateful. They did not cherish their freedom, they squandered it, abused it. To see these people who did not know what it was like to survive on barely any food complain about not getting the right toppings on their hot dog made her seethe with rage and purpose.

They were pigs, fat and lazy.

And they deserved to be slaughtered like pigs.

Flinch doubted her master would mind if she added a few more marks to her tally. It wasn't like he'd be upset, right?

"Excuse me?" A man's voice said, jarring Flinch from her thoughts as she turned to look at him. "Would you mind if I took a seat?" He gestured to the chair opposite of her own.

"Go ahead." Flinch offered with a fake smile.

"Thank you." He said, sitting down across from her. The same waitress that had brought Flinch her own coffee. "A cup of black coffee please."

She nods politely, and walks off to get his order. The man then turns to face Flinch, his eyes half covered by the glasses over them, and a patient smile gracing his lips. "This is one of my favorite cafes." He says. "They have some of the best coffee in Vale, wouldn't you agree?"

Flinch nods. "It is delicious." She agrees.

They sit in silence after that. Flinch, taking fast sips of her coffee so she could pay and leave. While the man sat patiently, idly waiting for a cup of his own.

After several awkward minutes, the waitress returned with his order. "Here you go, sir." She placed it on the table, and left with another polite nod.

Flinch was happy to see her mug was empty, and stood up to leave. She grabbed her satchel off her chair and reached in for several Lien cards which she placed next to her empty mug.

With the fee on the table, Flinch quickly turned and left.

"Have a pleasant day, Ms. Leto." The man said.

Flinch stopped.

'_H-how did he...!?'_ She thought, her eyes wide from the surprise farewell.

She had been using the name on the bag as a cover during her stay in Vale. The name was unique sounding, but it didn't stand out very much, making it a good cover identity.

Flinch suddenly was afraid. Was he aware of her involvement in the murders? Maybe he knew the woman named Vanessa Leto, and thought Flinch had killed her too. Her blood ran cold. What if he was a Huntsman assigned with investigating the murders?

Not wanting to risk exposure, Flinch tried her best to calmly walk away from the café. When she felt she was out of view, she made a beeline for her apartment. She would need to lay low for a few days. At least until she felt it was safe enough to continue her mission.

* * *

><p>He watched with a frown as Vanessa Leto tensed before she resumed walking away from him.<p>

He had wanted to ask what happened to her eighteen months ago. The Huntress was last seen in Mantle during an escort job. After that, she just vanished. No body, no blood, not even a drag trail.

It made him wonder what she was doing here in Vale, drinking coffee at a café and wearing one of the most expensive looking dresses he'd ever seen.

He would have asked her, but she left before he had the chance to truly converse with her.

Professor Ozpin raised the mug of black caffeine up to his mouth and took a sip as his thoughts drifted to the black gown she wore.

Specifically, the red horned-skull embroidered on it.

* * *

><p><strong>Three Months Later…<strong>

The weather was uncommonly clear today. Barely any clouds marred the sky's blue expanse, and the few that did were white and peaceful.

If Silver had been back in the main continent, she would have welcomed it, but in the north it simply meant that there would be no falling snow to cover her tracks. It restricted her range to only a few miles, any further would run the risk of Dustlings discovering her.

However, thanks to her father's teachings, Silver could bypass this obstacle by taking control over one of the Grimm that wandered the land. This became her go-to method of scouting since arriving in the north, and it has served her extremely well.

From the safety of her den, Silver saw the world through the eyes of a hound patrolling the snow-covered woods. She smelled what it smelled, heard what it heard, and felt what it felt. Her will controlled its actions as if it were her very own body she was using.

She willed it to venture west, towards the Dustling nest just outside her territory. She had failed to raze it when she first came here, and had not attacked since then due to its close proximity to her den. If the Grimm struck again, they could easily be traced back to her sanctuary.

It was more akin to a small fortress than a nest, really. Towers erected around its perimeter let their sentries see an approaching horde miles away, strong walls shielded the Dustlings from harm, and powerful Dust-shooters mowed down anything in their way.

Even with the cover of a billowing blizzard, the Grimm would be detected. The nest possessed an unknown number of iron-golems, unnatural contraptions forged in metal and fueled by Dust. They could somehow see through the thick snowfall and alert their Dustling masters of the threat.

They were the Dustlings' version of Grimm, in a sense. Tireless beasts that knew neither pain nor fear. Obedient and ruthless, their armored bodies and weapon limbs let them go head to head with a Grimm.

Silver learned this in her first assault on the nest three weeks ago. A mighty blizzard engulfed the land and the darkness of night concealed her pack from sight. But before they reached the nest, a hail of bullets tore through the air and annihilated Silver's vanguard. She had dropped to the ground, as her father had taught her to do when Dust-shooters were used, and watched as her force was obliterated by the unseen attackers.

Then, from out of the storm, they soundlessly charged.

Silver first thought them to be Dustling warriors, but when she sensed no emotion emanating from their beings she knew she was wrong.

The Grimm she had mustered for the attack were young and inexperienced hounds, they relied on their instincts in a fight. However, when facing these emotionless metal automatons, whose hide could withstand their claws, they grew confused and frenzied. Easy targets for the golems.

It was their inability to feel that made the iron-golems such potent weapons against the Grimm. When nests were capable of repelling an attack or two, the negative emotions produced from the attacks served as a beacon for more and more Grimm. The Dustlings' hatred towards their enemy ultimately becomes their undoing.

The iron-golems, on the other hand, are without soul or emotion. They feel no sadness, anger, jealousy, loneliness, or hatred.

So long as they are the ones fighting the Grimm waves, the Dustlings will remain positive, and the nest will be out of Silver's reach.

After her retreat, Silver traveled to the east and found a cave hidden within a cliff. The entrance was small and difficult to reach, but once inside Silver claimed it for her own.

The tunnel like entrance led into a surprisingly spacious cavern, (nowhere near the size of the Gulch cavern though), lit by the same glowing plants found in the Gulch. Silver quickly set about exploring her new home, and found dozens of tunnels that led into other caverns and the outside world as well.

One even led to an underground hot spring.

Silver spent the next two weeks modifying her den. She marked each tunnel with a specific symbol, to avoid losing her way in the underground labyrinth. She spread the glowing plants to the caverns and tunnels that lacked them, cementing them to the walls with a mixture of slush and mud.

The tunnels that led outside presented a dilemma for Silver. While a good amount were small and inconspicuous, some were big enough for Adult Dustlings to walk at full height, and often opened up in areas easily accessible to them. Silver had these openings blocked off by the Grimm. At her word, they filled them with rocks and covered them in several feet of ice and snow.

Only one large entry way was left open, to allow Grimm passage into her domicile. The remote valley where it led out to was filled with large, ice-coated rocks and fallen trees. Silver concealed the entrance with large pine branches, making it nearly impossible to notice.

Unfortunately, there were only a few hundred Grimm in the area currently, mostly hounds and a few young bears. More would come, the Grimm were naturally drawn to Silver and her father after all, but this would take time. Many of the older, more powerful Grimm would have to travel down from the icy north where Dustling numbers were lower. Until then, Silver would keep a close eye on the nest, using the Grimm to look for weaknesses to exploit.

The sound of voices and the smell of irritation made her halt the hound's advance. Dustlings were close by.

Silver was curious. They usually didn't come this way. Quietly, she had the hound stalk towards the source of the chatter.

It was a small pack, six adults bundled up in heavy coats, long-barreled Dust-shooters slung over their shoulders. They were not Hunters, thankfully, nor were they heading towards her den, but whatever their destination was, the path they were taking was close enough to her den to warrant concern.

Silver willed the hound closer, hoping to hear what they were bickering about. But the hound accidently stepped on an unseen patch of weak ice, shattering it and alerting the Dustlings to its presence.

They yelled to each other and took aim at the hound. Silver released her hold on it before they could fire. It gave her a terrible headache whenever a Grimm she was controlling was killed.

Not wishing to lose more of her already meager amount of Grimm, Silver decided this needed her personal attention. She crawled through the tunnel from which she had first discovered her den. Silver was forced to crawl on her claws and knees for twenty-five feet till she reached the outside. She dropped down to the ground below, holding onto the cliff-face with her left claw to slow the descent.

When Silver was about ten feet away from the ground, she jumped off the side and landed with a soft thump. The location where the hound first saw them was about an hour's walk away, but she knew she might save some time if she heading in the direction they were going.

It was about halfway into her expedition that a howl broke the silence of the world.

_arrrRRRRROOOOO!_

_BANG! BANG!_

Silver's eyes went wide.

That was not a hound's howl…

* * *

><p>'<em>This is complete bullshit.'<em> Gurney thought with a sneer as he took aim at the last wolf and fired. _'Why do we have to do this?'_

For the past month, wolves had been sneaking into Grimmsbane and stealing chickens and lambs. No one knew how they got in until yesterday, when a pair of kids found a hole that went under the wall and led to the outside.

It would have been way easier to just fill it up with cement, but noooo, the farmers wanted the problem taken out at the source. _"They'll just dig another hole!"_ they said.

How could they dig another hole!? It was the middle of fucking winter! They probably just got lucky when they dug that hole, found a soft spot or something.

But the head of the guard didn't see it that way, so the next day, six of the town's guard set out to track down the wolves and kill them.

Gurney was pissed because he was supposed to have terminal duty today, the cushiest assignment a guard could get. Sit in a nice, warm room, watch a bunch of flashing lights, pretend you know what buttons to push when the C.O. shows up. Super easy!

But instead, he's put in the fucking hunting group!

Gurney sighed. _'At least I might get a new rug out of this.'_

They followed the wolf tracks to a den a few hours outside of town in the woods, only stopping to fill a lone beowolf full of Dust rounds. And man, there were a _LOT_ of wolves. Seriously, there were like thirty of the fleabags!

_Were,_ being the key word.

Gurney was pretty sure he got about nine of the mutts, their bodies littered the bloodstained snow like a multicolored fur carpet of gray, brown, white, and black. Ron and Andy were already skinning them, but Gurney just sat down on a fallen log, tired from the long trek and fighting.

"Yo Horace! Can we go now?" Jack asked as he and James kept watch for trouble, "I'm freezing my balls off here."

"Shut up, Jack!" Gurney yelled. "We're all freezing here. You're bitching isn't helping."

"Up yours, lazy fuck!"

"Both of you, shut up." Horace cut in. "You can head back if you want, Jack. 'Course that means you don't get a cut of the pelts." He said with a smirk.

Jack grumbled, but didn't say anything else. That's what Gurney liked about Horace, he could shut anyone up. Especially that rookie, Jack.

"Merry's been whining about me getting her a fur coat." Ron said as he held up a freshly skinned pelt with a smile. "Think she'll finally quit nagging me to get one now?"

Andy laughed. "Knowing Merry, she's probably gonna think it's too itchy or something and slap ya for it." Everyone got a laugh out of that.

_Hhhrrrrr-hhrrnnn…_

They stopped laughing when they heard a pathetic whimpering.

The men unslung their rifles, ready to shoot at the surviving wolf. Horace signaled them to wait and carefully snuck up to where the noise came from. He neared the entrance of the den and stopped at one of the bigger wolves' bodies. Gurney watched as he made to turn it over-

_THWUNK!_

"SHIT!" James yelled out as a white spike come out of nowhere and punctured Horace's skull. They all fired in the direction it came from, but then turned when they heard screaming, and saw Jack gripping a similar spike jutting out of his chest before slumping to the ground. Dead.

"What the hell is going on!?" Andy yelled as the surviving men formed a circle, aiming their guns wildly in every direction. "Is it a Grimm!?"

"How the fuck should I know!?" Gurney yelled back, pissed and scared.

The thickly packed trees hid the attacker from view, making it impossible for the panicked hunters to pinpoint their position.

Every noise made set them off. A broken twig, rustling branches, falling snow. Each sound earning a round or two from the jumpy hunters.

A shuffling bush made James take aim, but his rifle was empty. He made for a spare clip, when their attacker shot out of the bush like a bullet and smashed into James like a freight train.

The impact pushed him into the others, and everyone went sprawling to the ground. Gurney picked himself off the ground and faced their attacker, rifle aimed and ready to fire, but was stilled by the sheer horror he saw before him.

In the seconds it took for him to get back up and aim his weapon, the rest of his squad was dead. James's face and throat were slashed open like a turkey at dinner. Andy's chest now featured a gaping hole that went all the way through. And Ron was missing his head and one of his arms.

And in the center of it all… a little kid wearing a white cloak, surrounded by falling rose petals.

Gurney blinked.

He barely had half-a-second to register the quill before it shot through his skull…

* * *

><p>The final Dustling fell to the ground with a heavy thud as her quill pierced its brain. Alas, the death she inflicted on the Dustlings could do little to quell the rage and sorrow that burned within her blackened heart.<p>

Silver knew these wolves. She had encountered them a week ago, during a hunting trip. Silver had just taken down a large elk stag, and was feasting on it, when the wolves made their appearance.

They approached Silver warily, stopping several yards away from her, growling and snapping at her but only from a safe distance. Silver ignored them for a time, until one wolf decided to approach her. A large black wolf cautiously made its way towards Silver and the stag's corpse.

Silver had always admired wolves. They were the beasts that inspired her father to create the hounds of Grimm. Intelligent and majestic, she always enjoyed watching the packs of the large continent hunt elk and deer, using tactics and numbers to bring down their prey rather than just brute force.

She ripped off a chunk of venison and offered it to the black wolf. The beast sniffed the meat for a moment before taking it in its mouth and eating it.

Seeing their pack member receiving food from the Grimm heir emboldened the rest to approach her and her kill. Silver was happy to share her kill with such noble hunters and she dined beside the wolves that night.

And now they had been slaughtered.

Silver felt angry tears drip down her cheeks as she gazed over the bodies of the slain canines. Her fangs were clenched in rage as she turned to glare at the corpses of the Dustlings that had performed this atrocity.

What reason did they have to kill them? What could possibly justify their slaughter of these innocent creatures? Silver would see to it that every single Dustling in that damn nest was brutally-

_Hrrr-hrrrnn…_

Silver gasped and went wide-eyed when she heard the pleading whimper of a still living wolf.

She hurried over to its source, the body of the brave black wolf that first approached her was covering it. Silver gingerly removed the corpse to find something that made her gasp again.

A pup…

The poor thing was sniveling and whining, pawing at the ground with its one good leg. Blood stained its gray fur a dirty crimson, bullet wound in its side being the cause. It was certain to die if not from blood loss, then from infection or starvation for sure.

She knelt down and gently picked the small creature up in her giant claws. It offered no resistance as she brought it close to her. Silver couldn't help but weep as she looked down on it. Its ragged breathing tugged at her heart.

Silver wished she could save it. Wished she could somehow stop its bleeding and-

Wait… blood… that was it!

Silver could use her own blood to save this pup from death by changing it into a Grimm.

Grimm were immune to infection and could endure pain indefinitely. Any wounds received in battle would quickly heal after the adrenaline of combat wore off.

Yes. She would save this pup by making it her hound. Her first Grimm.

Silver raised her right hand up to her mouth and bit down on her wrist. She ignored the pain, and only released when she felt her blood trickle through her teeth.

Silver quickly found the wound inflicted by the Dustlings on the pup and rubbed her blood dripping wrist into it.

The pup yelped in shock, then growled and whined as the pain of the transformation began to spread. Silver laid the pup on the ground to not interfere with the change, but did not move away.

It was so strange. Silver could _feel_ her blood moving through the pup's body, taking over every cell it came upon. She could feel the confusion and fear the small animal possessed. It was frightened.

'_It's alright, little pup.'_ Silver cooed through her blood. _'Everything will be fine. The pain is only temporary.'_

What she said was true, but it never felt that way. Despite happening so long ago, Silver could remember in vivid detail the gruesome agony she endured when she was made anew. It was like having a million centipedes crawling under her skin. Worse, even though it took only a few minutes it felt like an eternity.

But it was a necessary torture. Without it Silver would not be what she was now.

She'd just be a… _ugh_… Dustling.

The blood had reached its mind and soul now. Silver could feel it planting anchors within the pup's being, latching onto them with hooks that held strong and sunk deep.

It was secured.

Silver winced. Now came the _really_ painful part.

The pup's convulsing increased vigorously as its body was twisted and changed.

The once gray fur slowly darkened until it was pitch black. Two sets of small spines jutted from its shoulders, stubby and short. The fur around the nape of its neck grew thicker, like the mane of a western lion, only smaller. The bullet in its body was pushed out, and the once life threatening wound was sealed by rapidly growing ashen gray skin, which quickly sprouted black fur to conceal the scar. Finally, a skull plate began to form over its head. It now looked just like a tiny four-legged hound.

Then the red markings sprung to life, seeping out from the eyeholes. They swiveled and danced across the skull plate until they settled on the pup's forehead. There, they took the shape of a rose, just like the one Silver's own mask bore.

With the mark on the plate decided the transformation was complete. The pup's painful spasms ceased and it simply lay there, panting heavily, and clearly exhausted, but alive.

It had worked.

For a long time, Silver just sat there with the pup. Allowing the small hound to recuperate from its transformation from beast to Grimm. She stroked its tiny body gently as it rested, enjoying the soft texture of its baby fur.

Then with wobbly legs, it stood up. The pup swayed groggily on its legs, but refused to fall back to the ground. Carefully, it turned itself to face Silver.

The pup looked up at her with glowing red eyes, and cocked its head. Then it barked happily and stumbled towards her.

The Grimm pup clumsily climbed into Silver's lap and placed its front paws on her stomach, yipping up at her.

Silver couldn't help but giggle at the cute pup's desire for attention. She picked it up in her large claws, careful not to nick it, and brought it to her face. The pup immediately began licking her face and mask with its little tongue, tickling her.

The affectionate assault proved too much for the heir, and she fell backwards onto one of the wolf corpses. She let go of the pup and rose off the body quickly, not wanting to disrespect the dead creature.

The pup looked at the corpse in confusion. It walked up and nudged it with its muzzle, curious. It looked up at Silver with a questioning whine and a cocked head.

She knelt down to pat the pup on the head. _'These are wolves, little pup. They are what you once were.'_

It looked back at the corpse again, still confused. Then it started to sniff the air. A hungry glint entered its eyes and it bounded towards one of the six Dustling corpses and began ripping out small chunks of meat.

Silver smiled proudly at this. Her pup now had the taste of Dustling flesh. But this was not the time for feasting. She looked over the six bodies for a moment before an idea presented itself in her head.

One that might get rid of that fortress nest.

'_Come along, little pup.'_ Silver ordered the Grimm as she took hold of one of the bodies. _'We have work to do…'_

* * *

><p><strong>Many Years Later…<strong>

"Today students, we will be discussing the settlement of Grimmsbane!" Professor Oobleck proclaimed before taking a sip from his thermos. "Now! Who can tell me what made Grimmsbane standout from the many other villages found outside the kingdoms' borders?"

Weiss Schnee raised her hand. "Ms. Schnee!"

"Grimmsbane was famous for being the longest lasting settlement outside the kingdoms. Enduring Grimm attacks for over fifty years thanks to its garrison of Atlesian Knights and the townspeople's military heritage." She said confidently.

"Correct!" Oobleck zipped over to his map. "When it was settled, Grimmsbane was made up of Atlesian soldiers who either left or were discharged from their military for certain reasons. Among these exiles were mechanics who possessed the skill and knowledge needed to construct Knights, which were used to protect their new home. With this robotic security force, and their military grade training and weapons, the people of Grimmsbane cut out a home for themselves in the wilds of Mantle."

"Now then!" He zoomed over to a dozing Jaune Arc. "Mr. Arc!" The blonde shot up. "Now that you're awake, can you tell us what many theorists believe was the cause of Grimmsbane's destruction?"

"Uhmm…." Jaune had been having a rough time with Cardin, (ever since the jerk found out his secret…), and hadn't been getting enough sleep. So he tried to get back those hours in class, sadly that wasn't working for him. "Someone left the oven on?" He answered sheepishly.

Everyone laughed. Professor Oobleck shook his head disappointedly. "No, Mr. Arc. That is not the answer. Ms. Scarlatina! Perhaps you can shed some light on this for us."

"Uh… m-many theorists believe that the White Fang were responsible." The rabbit faunus timidly answered. "Grimmsbane was very… anti-faunus, and had come to blows with the White Fang on numerous occasions, many of them… bloody."

"Indeed! Thank you, Ms. Scarlatina! Now I-" A shot up from the audience. "Yes, Ms. Belladonna?"

"There is also the theory that the Phantom was behind its destruction." Several of the students scoffed at her response.

"Really, Blake?" Her teammate asked incredulously. "The Phantom is just myth. A ghost story parents use on unruly children to make them behave."

"What makes you believe it was the Phantom, and not the White Fang, who destroyed Grimmsbane, Ms. Belladonna?" Oobleck inquired, ignoring the heiress's words.

"Well, when the town was found leveled by nomads, there were no bodies, faunus or human, to speak of, only blood stains and scattered weapons. Also, the White Fang rarely operates in Mantle due to Atlas's strong military. They would need something close to a small army to conquer Grimmsbane, and a force like that would quickly be noticed and subdued." She said calmly.

"The Phantom is very similar to the Siren Grimm of Vytal, both are unpredictable and mysterious, but most importantly extremely cunning." Blake added. "It is possible that it was somehow able to sneak into Grimmsbane and destroy it from the inside out."

"An excellent deduction, Ms. Belladonna!" Oobleck praised. "Remember, children, always keep your minds open to every possibility, not just to the ones easiest to understand."

The teacher then zipped back to his desk, where he took another drought from his thermos. "Now, I want you all to open your text books and turn to page one-hundred-and-eighty-four…"

* * *

><p><strong>Many Years Ago…<strong>

'_Such a big symbol you are.' _Silver thought to herself as she inspected her newest trophy. _'If only you were smaller, I could carry you with the rest.'_

Pup sat in his mistress's lap and looked at the symbol with a curious head tilt. The little Grimm was still the small size she had found it in, but it was to be expected. He had only been turned a week ago.

And what a week it had been.

In just seven days, Silver had utterly annihilated the Dustling nest that had poised such a mighty threat to her. Its towers were toppled, its walls were in crumbles, fires raged on the roofs of a dozen structures, and its iron-golems laid broken across the field outside the nest.

Silver had put the Dustling corpses to good use. She knew another pack would look for them when they did not return, so she made them easy to find.

By spearing their mangled and dismembered bodies on heavy tree branches and painting the snow with their blood.

The horror the search pack experienced was contagious, and soon the entire nest was gripped with fear.

And thus their fate was sealed.

Within two days, new Grimm appeared and began their assault on the nest. It was not Silver's presence that drove them however, it was their attraction to negativity that led them to the nest.

These new Grimm were not like the young hounds from the first attack. They were bears and alpha hounds, Grimm who had experience fighting iron-golems. Silver had watched from the shadows with Pup, holding the little Grimm in her arms so he would not go charging in. The fight was long and fierce, but after a day long battle, the Grimm felled the last of the golems and continued on towards the nest.

The wall mounted Dust-shooters tore through their hides like blades through paper, decimating the Grimm with absurd ease. But the loss of their golems could be felt in the Dustlings. Doubt now gripped their minds, and panic filled their souls.

On the fourth day, the great ravens came.

With their aerial superiority and steel feathers, the ravens performed strafing run after strafing run on the nest, forcing the Dustlings to seek cover and abandon their fixed Dust-shooters, allowing the ground-based Grimm to close in on the walls.

Silver commanded the largest of the ravens to use its size and strength to smash through the towers where Dustling sentries still rained death down on the Grimm below. Their weapons could do little to deter the mighty avian, and before dusk fell every tower had been demolished.

The fifth day saw even more Grimm arrive. Boars had joined the fray, along with hundreds of hounds and bears. The boars rammed themselves against the gates continuously, spinning at high speeds then impacting with enough force to split a tree in two. But the gates would not budge.

That changed on the eve of the seventh day.

Three giant scorpions, drawn out by the heavy scent of fear and panic, battered down the walls and gates of the nest like they were made from dried clay. With their defenses breached, the Dustlings ran for their lives as Grimm poured into the nest, their terrified screams only serving to drive the Grimm further in their desire to kill.

The walls that once protected them from the creatures of Grimm had turned on them. Unable to escape their own nest, the Dustlings were slaughtered as they clawed at the walls that surrounded them.

When the sun rose on the seventh day, Silver entered the nest with Pup, confident in the Grimm's butchering of the Dustlings.

And that confidence was not misplaced.

The flat stone floor of the nest was slick with blood and bodies. The structures that made up the interior were either burning pyres or ash covered husks. Here and there, makeshift barricades that'd been overrun could be seen. Metal wagons laid crushed or overturned across the avenues, corpses sprawled atop them.

And for each Dustling corpse she saw, there was a Grimm or two gorging on it.

It was at the center of the nest, where Silver found something interesting to her. A tall, metal pole with a rectangle cloth flapping on its tip.

Silver cut the pole down with a swift swipe of her claws and retrieved the cloth to inspect it. Upon its green expanse was the white silhouette of a Dustling running a spear through a downed hound.

It was the nest's symbol.

Silver had sat herself down on one of the overturned wagons as she continued to gander over her newest trophy. It was too big for her to carry with the rest of her trophies, even if she cut off the green surrounding the Dustling and hound.

Maybe she could hang it up in her den…

"AHHHHH!"

_SHK, SHK, SHK!_

The foolish Dustling fell as the three quills shot out from Silver's arms without the heir even turning to look. Pup yipped, and jumped out of her lap and ran towards the fresh corpse.

Silver followed after her Grimm, nest badge draped over her left shoulder, to inspect the body. He sniffed it briefly before biting down on one of the ears. It took him some effort, but the little pup eventually ripped the ear off. He quickly set about chewing on it while playfully growling.

Silver giggled at Pup's antics. She had been right to make him her own. He may be small now, but as with all things Grimm, time would change that.

She turned her gaze back to the Dustling. Still clutched in its hand was a metal pipe, stained with blood. It had thought to best her with but a simple stick of metal, ridiculous.

But Silver remembered the first time she thought this, during her first brush with death at the destruction of the metal snake. The Hunter had been armed with only a metal bar, but still it proved dangerous. If not for the intervention of the three hounds, Silver would have died.

But this Dustling was not a Hunter, a Hunter would only charge in like that if they knew they were capable of winning.

This one did so blindly out of rage, resulting in its death.

'_Little pup.'_ Silver said, diverting Pup's attention from the ear to her. _'When you are big and strong, do not do as this Dustling did.'_ She gestured towards its corpse. _'Never charge in blindly, think before attacking.'_

_ARF! ARF! _Was his response, tail wagging and tongue lolling out as he panted.

Silver smiled and gave him a scratch behind the ears. _'Come.'_ She said. _'Let's see what these Dustlings have that passes for food.'_

With her Grimm pup in toe, Silver Rose began the task of looting the building for supplies before she and Pup left for the den for some sleep.

Silver had spent the past five days watching the siege of the nest with rapt attention and was understandably exhausted.

Even the Grimm heir needs her rest…

* * *

><p><strong>Author's Note: This is possibly my longest chapter in Grimm Heir to date! Hope it was enjoyable!<strong>

**Now I'm certain you all have some questions for certain moments in this chapter, well let me help explain things to you all.**

**First: You probably think Silver is a bit flip-floppy, a ruthless killer one minute and a sad little girl the next. However, Silver is only **_**Half**_** Grimm, and still retains many of her Dustling habits and emotions as a result, example being her sadness at the death of the wolves.**

**Second: Her choice to save Pup was a result of impulsivity, a trait all young Grimm possess. Silver is no exception, though she has far more control over her urges than most Grimm she is still hindered with this handicap from time to time.**

**Third: Silver did not use her signature scream in this chapter because she does not want to draw attention to herself. The Overlord told her to **_**survive**_** not wage war while in Mantle. Silver is aware that her screaming will make her more obvious to her prey while in Mantle and has decided to use more stealthy methods during her time there. Also, you should NEVER scream in a place with mountains and snow, that's asking for trouble.**

**Fourth: The Overlord's conjuring of clothing and Grimm. The size of the Grimm will dramatically affect the amount of time it takes to summon a Grimm, but once summoned they grow on their own. The clothing is in a sense a Grimm itself, only unable to truly interact with the world around it. It too feeds off negative emotion, (which it uses to prevent itself from deteriorating due to age or sweat like normal clothes), it also can absorb any blood stains on its surface for the same effect, and is able to repair itself over time. Silver's outfit has the same properties as Flinch's.**

**Fifth: Why does the Overlord care how a simple dress looks for his slave to wear? When you are the creator of a species like the Grimm you have standards. Also yes, he can transfer memory to others, but this requires physical contact and is meant to be used on Grimm. This is why Flinch experienced that terrible headache after he performed it on her.**

**On that topic, I am sure you're wondering how strong the Overlord is in terms of physical strength. Answer: **_**mildly**_** pissed-off Yang. More about his abilities will be revealed and explained through later chapters. I just wanted to give you guys a tiny glimpse of the full might of the Overlord.**

**As always: Please Fav, Follow, and Review! Thank You!**

**DeadRich18 Out!**


End file.
